Fodera, Jr. v. Equinox Holdings, Inc.

Background

Plaintiffs Frank J. Fodera, Jr. and Michael M. Bonella, who are fitness instructors and trainers, brought a putative class action against their employer, Equinox Holdings, Inc. They alleged violations of the California Labor Code involving minimum wages, overtime, meal and rest breaks, and accurate wage statements. Equinox filed an amended answer asserting thirteen affirmative defenses.

Plaintiffs moved under Federal Rule of Civil Procedure 12(f) to strike all thirteen defenses. They argued that the defenses were too conclusory under the pleading standards associated with Rules 8 and 12, that some were duplicative or not proper affirmative defenses, and that part of Equinox’s eleventh defense was newly added without plaintiffs’ consent.

Legal Standard

Rule 12(f) allows a court to strike an insufficient defense or redundant, immaterial, impertinent, or scandalous matter. The court explained that motions to strike are generally disfavored. A motion ordinarily should not be granted unless the challenged matter clearly could have no possible bearing on the litigation. Courts also often consider whether the moving party would suffer prejudice.

Discussion

The court held that Equinox’s defenses contained enough specific facts and legal theories to put plaintiffs on notice. Rule 8 did not require extensive factual allegations at the pleading stage. The court addressed each defense as follows:

- The statute-of-limitations defense adequately identified the statutes Equinox relied on and explained that claims based on violations outside the applicable periods might be barred. The court stated that when claims accrued was a factual issue suitable for discovery and later litigation. - The comparative-fault and negligence defense adequately identified plaintiffs’ alleged failures to follow policies concerning wages, meal and rest breaks, and timekeeping. Equinox did not need to identify every class member or provide exhaustive details at this stage. - The voluntary-waiver defense was plausible because Equinox alleged that its handbook and operating procedures provided California-compliant meal and rest breaks, making any failure to take them potentially voluntary. - The good-faith defense adequately alleged that Equinox believed its labor policies complied with California law. - The setoff, offset, and recoupment defense sufficiently identified alleged overpaid wages and payments plaintiffs allegedly received directly from third parties in violation of Equinox’s conflict-of-interest policy. - The irreparable-harm defense concerned plaintiffs’ entitlement to equitable relief. Although the court stated that it was not an affirmative defense in the strict sense, the issue needed to be resolved in the case and there was no harm in pleading it. - The avoidable-consequences defense adequately identified Equinox’s reporting policies. The court stated that those policies might bear on what Equinox knew or should have known about off-the-clock work, making the issue unsuitable for resolution on the pleadings. - The defense concerning knowing and intentional failure to provide accurate wage statements adequately alleged that Equinox believed its policies complied with California law and was unaware of off-the-clock work. Even if it was not a true affirmative defense, striking it would not simplify the case or prevent prejudice. - The adequate-remedy-at-law defense involved whether plaintiffs could obtain equitable relief. The court stated that the relevant facts were those alleged in the complaint and that the issue would be litigated later. - The defense concerning a jury trial for the unfair-competition claim was not an affirmative defense, but striking it would not narrow or simplify the case. - The court permitted Equinox to include its additional safe-harbor theory under California Labor Code section 226.2. Plaintiffs did not challenge that theory on its merits, the case was still at an early stage, and the court applied the liberal standard for amending pleadings. The court also found that Equinox’s safe-harbor theory under California’s Unfair Competition Law provided enough detail to identify its legal basis. - The waiver, estoppel, consent, and laches defense provided specific explanations of how Equinox claimed those doctrines applied, including alleged waiver or consent to missed breaks, alleged misrepresentations about work and hours, alleged policy violations, and the timing of the lawsuit. The court found the defense adequately detailed and plausible, even though some parts might later prove duplicative. - The defense asserting that the requested damages or compound penalties violated the Due Process and Excessive Fines Clauses presented a legal issue that could be litigated after the damages claims were better defined. The allegations were sufficient to notify plaintiffs of the defense.

Disposition

Judge William H. Orrick denied plaintiffs’ motion to strike. The court vacated the January 6, 2021 hearing. It also stated that if plaintiffs’ counsel later sought attorney’s fees, counsel should exclude time spent researching, filing, or briefing this motion from the requested fee calculation. The order addressed the sufficiency and handling of the pleadings; it did not decide the underlying wage-and-hour claims.