Case 3:21-cv-02081-BEN-AHG Document 1 Filed 12/13/21 PageID.1 Page 1 of 44
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`Callie A. Bjurstrom, State Bar No. 137816
`callie.bjurstrom@pillsburylaw.com
`PILLSBURY WINTHROP SHAW PITTMAN LLP
`501 West Broadway, Suite 1100
`San Diego, CA 92101-3575
`Telephone: 619.544.3107
`Facsimile: 619.236.1995
`Stephen A. Swedlow (pro hac vice forthcoming)
`stephenswedlow@quinnemanuel.com
`Michelle Schmit (pro hac vice forthcoming)
`michelleschmit@quinnemanuel.com
`QUINN EMANUEL URQUHART & SULLIVAN, LLP
`191 N. Wacker Drive, Suite 2700
`Chicago, Illinois 60606
`Telephone: 312.705.7400
`Facsimile: 312.705.7401
`
`[ADDITIONAL COUNSEL LISTED
`ON SIGNATURE PAGE]
`Attorneys for Plaintiffs IQVIA INC. and IQVIA AG
`
`UNITED STATES DISTRICT COURT
`SOUTHERN DISTRICT OF CALIFORNIA
`
`IQVIA INC., a Delaware corporation; and
`IQVIA AG, a Swiss company,
`Plaintiffs,
`
`vs.
`MEDIMPACT HEALTHCARE
`SYSTEMS, INC., a California
`corporation; and DALE BROWN,
`individually,
`Defendants.
`
`Case No.
`
`PLAINTIFFS’ COMPLAINT FOR
`(1) MISAPPROPRIATION OF
`TRADE SECRETS UNDER DTSA,
`18 U.S.C. § 1836; (2)
`MISAPPROPRIATION OF TRADE
`SECRETS UNDER CAL.
`UNIFORM TRADE SECRETS
`ACT; (3) RICO; (4) BREACH OF
`FIDUCIARY DUTY; AND (5)
`CIVIL CONSPIRACY
`JURY TRIAL DEMANDED
`Judge:
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`COMPLAINT
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`'21
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`CV2081
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`AHG
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`BEN
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`COMPLAINT
`IQVIA Inc. and IQVIA AG (collectively, “IQVIA” or “Plaintiffs”), by and
`through their counsel, for their Complaint against MedImpact Healthcare Systems, Inc.
`(“MedImpact U.S.”) and Dale Brown (collectively, “Defendants”), hereby allege as
`follows:
`
`INTRODUCTION
`1.
`Beginning in 2011, Defendants, alongside MedImpact International LLC
`(“MedImpact International”) and MedImpact International Hong Kong Ltd.
`(“MedImpact Hong Kong”), schemed to steal confidential and proprietary trade secrets
`from Dimensions Healthcare LLC (“Dimensions”) through a “partnership” with
`Dimensions in the Middle East (the “Joint Venture” or “MedImpact Arabia”).1 IQVIA
`AG acquired Dimensions—including its intellectual property—in February 2016.
`IQVIA AG is wholly-owned by IQVIA Inc.
`2.
`From the outset, Defendants targeted Dimensions as an ostensible
`“partner” for the express purpose of gaining access to Plaintiffs’ trade secrets under the
`façade of the Joint Venture. Defendants knew that by stealing those trade secrets,
`MedImpact U.S. would be able to build a better pharmacy benefits management
`(“PBM”) platform2 that would “leapfrog[]” MedImpact U.S.’s own PBM offering.
`Specifically, Defendants planned to build what they called a new
`
`—by, among other things, unlawfully
`incorporating Plaintiffs’ trade secrets into the existing MedImpact U.S. PBM platform.
`
`
`1 The Joint Venture was entered into between MedImpact International (a wholly-
`owned subsidiary of MedImpact U.S.) and Dimensions on February 1, 2012. On
`January 1, 2014, MedImpact International transferred its interest in the Joint Venture to
`MedImpact Hong Kong (also a wholly owned MedImpact U.S. subsidiary). MedImpact
`U.S., MedImpact International, and MedImpact Hong Kong are referred to collectively
`herein as “MedImpact.”
`2 A PBM platform is a platform that allows patients to obtain insurance approvals for
`prescribed medicines through online, real-time insurance coverage approvals or denials
`for prescribed medicines, based upon clinical algorithms, plan design rules, and member
`eligibility.
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` was to develop an offering that would be
`The very purpose of the
`deployed worldwide, including by MedImpact U.S. in the United States. In other
`words, by incorporating Plaintiffs’ trade secrets into the MedImpact U.S.
`
` MedImpact would offer for sale and/or provide Plaintiffs’ trade secrets all over
`the world.
`At the center of Defendants’ plot to exploit Plaintiffs’ trade secrets were
`3.
`confidential
`and
`proprietary
`drug-to-diagnosis
`indication
`and
`Plaintiffs’
`contraindication edits. Drug-to-diagnosis indication edits provide a rejection alert when
`a patient requests to fill a prescription for a medication that is not used to treat that
`patient’s medical diagnosis. For example, an indication edit would reject the incorrect
`prescription of an antibiotic—used to treat bacterial infections—for a viral infection,
`such as influenza. Relatedly, drug-to-diagnosis contraindication edits provide a
`rejection alert when a patient requests to fill a prescription for a medication that may
`result in an adverse drug event if the medication is taken by a patient with certain
`medical conditions.
`4. More
`and
`indication
`specifically, Plaintiffs’ drug-to-diagnosis
`contraindication edits trade secrets are comprised of the custom logic and methods
`behind building and maintaining the logic that links between content and relational lists
`connecting drugs to diagnoses and conditions, including how an edit adjudicating
`engine works and the populated content within it, and validation of the edits.
`5. MedImpact did not have the ability to offer such drug-to-diagnosis
`indication and contraindication edits before “partnering” with Dimensions. Rather than
`invest the necessary resources, including time, talent, and money, to independently
`develop
`the requisite expertise
`to provide drug-to-diagnosis
`indication and
`contraindication edits, MedImpact decided to take a shortcut and steal the trade secrets
`instead.
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`6.
`In an October 2011 presentation to the MedImpact U.S. Senior Leadership
`Team and Board, Defendant Dale Brown specifically identified the
`
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`7.
`Unaware of Defendants’ ulterior motives to misappropriate Plaintiffs’
`trade secrets, such trade secrets were transparently shared with MedImpact through the
`Joint Venture, including Plaintiffs’ confidential and proprietary drug-to-diagnosis
`indication and contraindication edits trade secrets, subject to governing non-disclosure
`and confidentiality agreements. Plaintiffs’ closely held trade secret information was
`shared with MedImpact primarily via electronic means (e.g., via email) as well as
`telephone calls and in person meetings.
`8.
`Defendants thereafter wrongfully exploited Plaintiffs’ closely held trade
`secrets for MedImpact’s own gain. Defendants misused the “partnership” with
`Dimensions to gain access to the drug-to-diagnosis indication and contraindication edits
`trade secrets; engaged in years-long theft of those trade secrets; and exploited that theft
`by offering and/or providing these edits for sale in the United States, Australia, South
`Africa, Canada, Turkey,
` (and very likely many other
`places, including, without limitation, China, Germany, Ghana, India, Indonesia, New
`Zealand, Taiwan, Sweden, and/or the United Kingdom); all the while concealing the
`theft and misappropriation.
`9.
`Defendants’ theft continued after IQVIA AG acquired Dimensions,
`including its drug-to-diagnosis indication and contraindication edits trade secrets, in
`2016. Both before and after the termination of the Joint Venture in 2017, Defendants
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`offered these trade secrets to clients and health agencies all over the world. Plaintiffs
`have every reason to believe this misappropriation is ongoing today.
`10. Through their theft, Defendants bypassed years of research and
`development time, and avoided tens of millions of dollars in investment. At no point
`did Defendants disclose that they had been stealing Plaintiffs’ trade secrets and offering
`them for sale in the United States, Australia, South Africa, Canada, Turkey,
`
` among other locations. In fact, Defendants actively concealed
`
`these facts.
`11.
`In addition, Defendant Dale Brown engaged in the unlawful conduct
`detailed herein while serving on the Board of and as General Manager of the Joint
`Venture. Brown, for his part, siphoned trade secrets from Plaintiffs, and turned around
`and offered such trade secrets for sale in the United States, Australia, South Africa,
`Canada, Turkey,
` Brown was a direct participant in
`the theft from and unlawful competition with Plaintiffs. Again, at no time did Brown
`disclose that MedImpact was pillaging Plaintiffs’ trade secrets.
`12. Plaintiffs seek damages for their injuries resulting from Defendants’
`unlawful conduct, and a permanent injunction enjoining Defendants from possessing,
`misappropriating and using Plaintiffs’ trade secrets, among other relief.
`PARTIES
`13. Plaintiff IQVIA Inc. is organized and existing under the laws of the State
`of Delaware with a principal place of business in Plymouth Meeting, Pennsylvania.
`IQVIA, directly and through various subsidiaries around the world, provides, among
`other things, market research, analytics, technology and services to the life sciences,
`medical device, and diagnostics and healthcare industries, to clients in over 100
`countries. IQVIA’s global reach allows IQVIA’s life sciences clients to improve their
`understanding of, and interaction with, the global healthcare environment and, in turn,
`improve patient outcomes and save lives. Since its founding more than sixty years ago,
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`IQVIA has invested substantial sums to bring a wide range of innovative market
`research, analytics, technology and services offerings to the life sciences, medical
`device, and diagnostics and healthcare industries. Through those years, clients have
`realized substantial benefits from their use of IQVIA offerings. As a consequence,
`IQVIA grew from a small business operating in two countries to a multi-billion dollar
`business employing approximately 70,000 people and operating in more than 100
`countries.
`14. Plaintiff IQVIA AG has its principal place of business in Switzerland.
`IQVIA AG is wholly-owned by IQVIA Inc. IQVIA AG is the controlling beneficial
`owner of Dimensions and has the exclusive power to control the operations of
`Dimensions.
`15. Non-Party Dimensions Healthcare LLC is incorporated in the United Arab
`Emirates. Dimensions is a leading developer of healthcare informatics solutions,
`including software development, clinical decision support systems, design, data
`collection, integration, requirements and business analysis, reporting quality indicators,
`claims data review, healthcare analytics, medical coding, technical consultancy
`services, policy making, medical coding training and system training. Dimensions’
`primary business is to assist private and public sectors to offer higher-quality healthcare
`services by collecting and processing information that is used to decrease inefficiencies
`and reduce wasteful expenditures. Dimensions’ solutions focus on improving clinical
`outcomes and increasing efficiency. Dimensions combines healthcare services and
`information technology to provide solutions for healthcare providers, payers, and
`government regulators.
`16. Defendant MedImpact Healthcare Systems, Inc. (MedImpact U.S.) is a
`privately held California corporation with its principal place of business in San Diego,
`California. MedImpact U.S. wholly owns its subsidiary MedImpact International LLC,
`and MedImpact International LLC in turn wholly owns its subsidiary MedImpact
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`International Hong Kong Ltd. According to MedImpact, “[MedImpact Hong Kong’s]
`revenue is predominantly from the [Joint Venture]. [MedImpact Hong Kong’s] revenue
`is ultimately passed through [MedImpact International], and consolidated in
`[MedImpact U.S.’s] financial statements. [MedImpact U.S.] has also invested revenue
`and San Diego-based resources, including, labor to support [MedImpact Hong Kong].”
`MedImpact Healthcare Systems, Inc. et al. v. IQVIA Inc. et al., No. 3:19-cv-01865-
`GPC-DEB (S.D. Cal.), Dkt. 93, ¶ 77.
`17. Defendant Dale Brown, an individual, and previously a Board Member and
`the General Manager of MedImpact Arabia at all relevant times herein, owed and
`breached his fiduciary obligations to Plaintiffs. Brown is the former President of
`MedImpact U.S.; former President (and previously, Senior Vice President) of
`MedImpact International LLC; and, upon information and belief, was a resident of
`California at all relevant times herein, and remains a resident of California.
`JURISDICTION AND VENUE
`18. This Court has jurisdiction over the subject matter of this action pursuant
`to 28 U.S.C. § 1331, as this dispute arises by virtue of Defendants’ violations of 18
`U.S.C. § 1836, et seq. and 18 U.S.C. § 1962(c), et seq. This Court likewise has subject
`matter jurisdiction over this action pursuant to 28 U.S.C. § 1332, because complete
`diversity exists between Plaintiffs and Defendants, and the amount in controversy
`exceeds $75,000. This Court also has supplemental jurisdiction pursuant to 28 U.S.C.
`§ 1367.
`19. Defendants are subject to personal jurisdiction in this district, as
`MedImpact U.S. is a California corporation with its principal place of business in San
`Diego, California, and Dale Brown, upon information and belief, is and was at all
`relevant times herein a resident of California. Further, Defendants’ wrongful conduct
`was conducted within California, including at MedImpact U.S.’s headquarters in San
`Diego, California.
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`A.
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`20. Venue is proper in this judicial district, pursuant to 28 U.S.C. § 1391, as a
`substantial part of the events or omissions giving rise to the claim occurred in this
`District and Defendants reside in the District.
`BACKGROUND
`Plaintiffs’ Drug-to-Diagnosis Indication and Contraindication Edits
`Trade Secrets
`21. Plaintiffs’ confidential and proprietary drug-to-diagnosis indication and
`contraindication edits save patients’ lives, by preventing patients from taking
`unnecessary medications or medications that may otherwise cause them harm. As
`Defendant Dale Brown explained in an October 2014 article for Premium magazine:
`“Preventing contraindicated or unnecessary medications is better for patients and
`insurers. Consuming unnecessary medications can potentially lead to patient sickness,
`preventable medical errors and ADEs [Adverse Drug Events], which are defined by the
`US Food and Drug Administration (FDA) as an event for a patient taking a drug when
`the outcome of taking that drug is life-threatening, requires hospitalisation [sic], creates
`disability and/or requires intervention to prevent permanent impairment or damages.”
`22. As one of many examples, Plaintiffs’ drug-to-diagnosis indication and
`contraindication edits have been critically important to preventing the over-prescription
`of and growing resistance to antibiotics. As Brown detailed in the Premium article
`referenced above: “MedImpact Arabia identified that up to 37 percent of antibiotics
`being prescribed in the UAE may be clinically inappropriate … Unnecessary or
`incorrect antibiotic use places the entire UAE population at risk for bacterial infections
`that may become less treatable due to increasing resistance … Since its broad
`implementation in 2012, our proprietary systems for checking clinical appropriateness
`of antibiotic and anti-infective drugs has reduced the total number of antibiotic and anti-
`infective claims by 20 percent.”
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`23. Taken
`and
`indication
`drug-to-diagnosis
`Plaintiffs’
`together,
`contraindication edits generate a substantial percentage of alerts and/or rejections, and
`are thus highly valuable to clients by minimizing errors, fraud, waste, and/or abuse of
`medications and driving savings. As MedImpact has stated, Plaintiffs’ drug-to-
`diagnosis indication and contraindication edits accounted for
`
` in the UAE, rendering it one of the most valuable clinical edits
`available to clients.
`24. Plaintiffs’ confidential and proprietary drug-to-diagnosis indication and
`contraindication edits, for thousands of medications, were developed over years
`(including well before the Joint Venture), through the dedicated work of numerous full
`time employees, including pharmaceutical experts. This effort entailed collating and
`reviewing medical data from a large number of sources to populate a database, building
`the logic to run the indication and contraindication edits, and validating the edits.
`25. Plaintiffs undertake substantial efforts to protect their trade secrets,
`including
`their confidential and proprietary drug-to-diagnosis
`indication and
`contraindication edits. For example, Plaintiffs regularly use non-disclosure agreements
`and confidentiality agreements to protect information in the course of their business and
`to secure their intellectual property. Plaintiffs further employ physical and technical
`restrictions to prevent the theft of their intellectual property, such as firewalls, private
`networks, password protections, and other technical mechanisms to ensure the security
`of their trade secrets.
`B. Defendants Conspired to “Partner” with Dimensions to Gain Access to
`the Drug-to-Diagnosis Indication and Contraindication Trade Secrets
`26. According to MedImpact, “[i]n or around 2010 to 2011, [MedImpact U.S.]
`was interested in expanding its PBM platform globally.” MedImpact Healthcare
`Systems, Inc. et al. v. IQVIA Inc. et al., No. 3:19-cv-01865-GPC-DEB (S. D. Cal.), Dkt.
`93, ¶ 30. To do so, MedImpact U.S. “formed [MedImpact International] to expand its
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`PBM services in the international market,” and “[i]n or around 2011, [MedImpact
`International] began discussions with Dimensions…”
`27. Months before MedImpact International and Dimensions even entered into
`the Joint Venture Agreement (in February 2012), Defendants began inquiring into drug-
`to-diagnosis indication and contraindication edits.
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`28.
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`.3
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`29.
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`3 Shortly thereafter
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`Just a few weeks later,
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`30.
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`31. Less than two months later,
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`32. As of 2011, Defendants thus knew that they could gain access to
`confidential and proprietary drug-to-diagnosis indication and contraindication edits—a
`capability that MedImpact U.S. did not have—by partnering with Dimensions, and
`could in turn exploit these trade secrets for the strategic benefit of MedImpact U.S.
`33. So, at the urging of MedImpact U.S., MedImpact International and
`Dimensions entered into the Joint Venture Agreement on February 1, 2012.
`34.
`It was through the Joint Venture that Defendants then gained access to the
`drug-to-diagnosis trade secrets. Following execution of confidentiality agreements,
`Defendants were provided confidential and proprietary information underlying the
`drug-to-diagnosis indication and contraindication edits, through numerous emails,
`teleconferences, and in-person meetings.
`35.
`In addition, over the term of the Joint Venture, MedImpact U.S. received
`and recorded the results of millions of combinations of the drug-to-diagnosis indication
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`and contraindication edits. As a result, MedImpact U.S. acquired the confidential and
`proprietary logic and methods underlying the drug-to-diagnosis edits.
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`C. Defendants Schemed to Build a PBM Platform Based on Plaintiffs’ Trade
`Secrets
`36. According to MedImpact, MedImpact U.S.’s “PBM platform is used to
`support MedImpact’s … business in the United States and under license, is also
`currently used abroad by [MedImpact International] and [MedImpact Hong Kong].”
`MedImpact Healthcare Systems, Inc. et al. v. IQVIA Inc. et al., No. 3:19-cv-01865-
`GPC-DEB (S. D. Cal.), Dkt. 93, ¶ 14. Defendants knew that incorporating Plaintiffs’
`trade secrets into MedImpact U.S.’s PBM platform would “leapfrog[]” the MedImpact
`U.S. platform forward, to the benefit of MedImpact U.S., MedImpact International, and
`MedImpact Hong Kong.
`37.
`In a March 2013 conference, Defendant Dale Brown said as much,
`representing to attendees that the Joint Venture’s
`
`
`Similarly, Dale Brown’s LinkedIn Profile stated that “the first PBM in the United Arab
`Emirates … leapfrogg[ed] US based PBM platforms by leveraging latest technologies
`with an expanded portfolio of clinical algorithms.”
`38. As MedImpact concedes, MedImpact’s offering in the UAE was based on
`MedImpact U.S.’s platform under license to MedImpact International. MedImpact
`Healthcare Systems, Inc. et al. v. IQVIA Inc. et al., No. 3:19-cv-01865-GPC-DEB (S.
`D. Cal.), Dkt. 93, ¶ 14. It was therefore Plaintiffs’ drug-to-diagnosis edits that
`leapfrogged the Joint Venture’s PBM offering ahead of the MedImpact U.S. platform.
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`39. Recognizing this, MedImpact U.S. developed a strategic plan to
`misappropriate Plaintiffs’ trade secrets, with the intent to incorporate them into the
`MedImpact U.S. platform, and then deploy the trade secrets around the world.
`40. More specifically, Defendants’ plan was to develop a
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`41. To accomplish this, MedImpact needed to incorporate the drug-to-
`diagnosis edits into its U.S. PBM platform, planning to
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`42. But MedImpact U.S. wanted to avoid the need to invest the necessary time
`and expense to develop drug-to-diagnosis edits. Having failed to develop a home-
`grown capability to meet customer demand and regulatory requirements for drug-to-
`diagnosis indication and contraindication edits, Defendants decided to simply steal the
`same.
`43. Following Dimensions’ notice of termination of the Joint Venture in 2017,
`MedImpact, including Defendant Dale Brown,
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`Case 3:21-cv-02081-BEN-AHG Document 1 Filed 12/13/21 PageID.14 Page 14 of 44
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`45. MedImpact thereafter
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`46. As Defendant Dale Brown recounted
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` As Brown stated in the same internal email,
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`47. MedImpact has and is continuing to misappropriate Plaintiffs’ drug-to-
`diagnosis edits trade secrets in connection with its MedBlocX offering. According to
`MedImpact, in an October 12, 2021 court filing, “Medblocx is a new product that will
`be used in the UAE … Medblocx is currently being beta tested by a handful of
`customers, but those customers do not have live production versions. A limited version,
`without a user interface, has been provided to three other customers.” MedImpact
`Healthcare Systems, Inc. et al. v. IQVIA Inc. et al., No. 3:19-cv-01865-GPC-DEB (S.
`D. Cal.), Dkt. 345 at 6.
`48. MedImpact built MedBlocX based on Plaintiffs’ trade secrets.
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`Case 3:21-cv-02081-BEN-AHG Document 1 Filed 12/13/21 PageID.15 Page 15 of 44
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` (emphasis added).
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`49.
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`50.
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`51. Hmeidan and Liu both reported to Defendant Dale Brown.
`D. Defendants Offer Plaintiffs’ Trade Secrets for Sale Across the World
`52. Defendants have offered and/or provided Plaintiffs’ confidential and
`proprietary drug-to-diagnosis indication and contraindication edits for sale in the United
`States, Australia, South Africa, Canada, Turkey,
` (and
`very likely other locations, such as China, Germany, Ghana, India, Indonesia, New
`Zealand, Taiwan, Sweden, and/or the United Kingdom).
`53. First, as it relates to Australia, Defendant Dale Brown, on behalf of
`MedImpact, responded to an Expression of Interest from the Australian government in
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`Case 3:21-cv-02081-BEN-AHG Document 1 Filed 12/13/21 PageID.16 Page 16 of 44
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`October 2014, relating to the provision of PBM services in Australia. In MedImpact’s
`response, submitted by Brown,
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`54. Of course, the PBM services offered by the Joint Venture in the UAE
`incorporate Plaintiffs’ drug-to-diagnosis edits trade secrets. Indeed, Brown, on behalf
`of MedImpact, expressly offered to provide the Australian government such
`confidential and proprietary drug-to-diagnosis edits, highlighting drug-to-diagnosis
`indication and contraindication edits as
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`.4
`55.
`In 2017, MedImpact again offered the confidential and proprietary drug-
`to-diagnosis edits to the Australian government, again with the direct involvement and
`participation of Defendant Dale Brown.
`56.
`Second, as it relates to South Africa, in November 2016 MedImpact
`entered into a partnership with Medical Services Organization (“MSO”), a company in
`South Africa, to offer PBM services there. The MedImpact-MSO partnership was
`managed by Defendant Dale Brown, along with many of the same MedImpact
`employees responsible for the Joint Venture.
`57. MedImpact intended from the outset to provide drug-to-diagnosis
`indication and contraindication edits in South Africa, based on Plaintiffs’ confidential
`and proprietary trade secrets. For example,
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`Case 3:21-cv-02081-BEN-AHG Document 1 Filed 12/13/21 PageID.17 Page 17 of 44
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`58.
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`59. Third, MedImpact U.S. likewise appears to have incorporated Plaintiffs’
`drug-to-diagnosis indication and contraindication edits into MedImpact U.S.’s PBM
`platform. For example,
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`60.
`In February 2018, Defendant Dale Brown advised the Board of the Joint
`Venture (including IQVIA employees) that
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` On information and
`belief, the drug-to-diagnosis indication and contraindication edits in the MedImpact
`U.S. PBM offering were derived from Plaintiffs’ confidential and proprietary
`information.
`61. Fourth, as it relates to Canada, MedImpact U.S. prepared a response to a
`Request for Proposal from
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` with the assistance of Defendant Dale Brown and MedImpact’s
`Dr. Queenie Liu. MedImpact proposed a solution to
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`Case 3:21-cv-02081-BEN-AHG Document 1 Filed 12/13/21 PageID.18 Page 18 of 44
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` On information and belief, MedImpact
`offered and/or provided for sale Plaintiffs’ drug-to-diagnosis trade secrets
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`62. Fifth, in February 2018, Dr. Amar Mahmood, Medical Director and
`Deputy Regional Manager of MedImpact International, contacted a private medical
`insurer in Turkey
`. Mahmood followed up in May 2018, stating that
`MedImpact was
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`MedImpact specifically offered and/or provided for sale drug-to-diagnosis trade secrets,
`which, based on information and belief, were misappropriated from Plaintiffs.
`63. Before then, in September 2016, MedImpact made a proposal to
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`—the trade secrets at issue here, and,
`which based on information and belief, were misappropriated from Plaintiffs.
`64.
`Sixth, as it relates to
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`Seventh, as it relates to
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`65.
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`66. Eighth, as it relates to
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`Case 3:21-cv-02081-BEN-AHG Document 1 Filed 12/13/21 PageID.19 Page 19 of 44
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`67. Ninth, MedImpact has additionally provided or offered to provide
`MedBlocX through the Joint Venture in the Middle East.
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` As of November 2021, Dimensions is no longer a member of the Joint Venture,
`and MedImpact’s use of Plaintiffs’ trade secrets to provide or offer MedBlocX to
`current or prospective clients of the Joint Venture is unlawful.
`68. On information and belief, MedImpact, with the direct involvement of
`Defendant Dale Brown, has additionally taken steps to offer and/or provide its
`MedImpact U.S. PBM offering and/or MedBlocX—which, on information and belief,
`includes Plaintiffs’ drug-to-diagnosis trade secrets—for sale in China, Germany,
`Ghana, India, Indonesia, New Zealand, Taiwan, Sweden, and/or the United Kingdom,
`among other locations.
`E. Defendants Conceal their Theft of Trade Secrets
`69. At no time did Defendants ever disclose that they had used their
`“partnership” with Dimensions to gain access to Plaintiffs’ trade secrets; that they had
`misappropriated those trade secrets; or that Defendants were offering drug-to-diagnosis
`indication or contraindication edits in the United States, Australia, South Africa,
`Canada, Turkey,
` (or elsewhere) based on these trade
`secrets. Instead, Defendants continually concealed, and otherwise deliberately
`misrepresented their misconduct. For example:
`a.
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`Case 3:21-cv-02081-BEN-AHG Document 1 Filed 12/13/21 PageID.20 Page 20 of 44
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` At no time did Defendants disclose that they were
`“partnering” with Dimensions to gain access to the drug-to-diagnosis trade
`secrets
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`b. The drug-to-diagnosis indication and contraindication edits were regularly
`discussed at Pharmacy and Therapeutics (“P&T”) meetings. For example,
`the minutes of the first P&T meeting on April 24, 2012, attended by
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` as
`indication and
` The drug-to-diagnosis
`provided by Dimensions.
`contraindication edits were further discussed, at minimum, during the
`following P&T meetings: May 23, 2012, attended by
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`; July 4, 2012, attended by
`; October 10,
`2012, attended by
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` February 13, 2013, attended by
`; December 17, 2014,
` and July 1,
`. At no time
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`attended by
`2015, attended by
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`Case 3:21-cv-02081-BEN-AHG Document 1 Filed 12/13/21 PageID.21 Page 21 of 44
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`during the P&T meetings or otherwise did Defendants disclose that they
`were “partnering” with Dimensions to gain access to the drug-to-diagnosis
`trade secrets, or had misappropriated the drug-to-diagnosis trade secrets.
`c. IQVIA AG acquired Dimensions in February 2016. Following the
`acquisition, MedImpact, Dimensions, and/or IQVIA engaged in numerous
`communications—via email, teleconference, and in person—over the
`course of years. For example,
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` participated in Joint
`Venture Board meetings, including, without limitation:
`i. April 29, 2016 Joint Venture Board meeting attended by
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`ii. August 22, 2016 Joint Venture Board meeting attended by
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`iii. October 26, 2016 Joint Venture Board meeting attended by
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`iv. February 10, 2017 Joint Venture Board meeting attended by
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`v. May 4, 2017 Joint Venture Board meeting attended by
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` and
`vi. September 12, 2017 Joint Venture Board meeting attended by
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`Case 3:21-cv-02081-BEN-AHG