Global Net Lease, Inc. v. Blackwells Capital LLC

Background

The plaintiffs submitted a letter seeking to unseal all unredacted versions of the parties’ filings concerning the plaintiffs’ motion for a preliminary injunction. The Blackwells defendants withheld consent only as to six documents, all exhibits to the declaration of Nicholas P. Crowell: Exhibits 3, 9, 10, 12, 18, and 19.

Court’s analysis

The court applied the three-step analysis for the common-law right of public access. First, it determined that the six exhibits were “judicial documents” because, although the court did not specifically rely on them in deciding the preliminary-injunction motion, they were part of the defendants’ opposition briefing and could have influenced the court’s decision. Second, the court found that the presumption of public access had medium weight because the documents were filed in connection with a preliminary injunction, a non-dispositive motion.

Third, the court balanced that presumption against the Blackwells defendants’ privacy and business interests. The defendants argued that the exhibits contained specific business information and strategies that could give competitors insight into Blackwells’s investment plans. The court described the exhibits as including a list of potential targets for future activist campaigns, the analysis supporting that list, information about a confidential business partner, and an overview of possible future investments in other companies.

The court concluded that these legitimate and significant interests outweighed the public-access presumption, particularly because the information concerned ongoing and future business decisions and had little bearing on the dispute. The court also stated that, even assuming the First Amendment right of access applied, continued sealing served the higher value of confidentiality and was narrowly tailored because only six filings would remain sealed. It further found that contextual information could allow competitors to identify potential target companies even if their names alone were redacted.

Disposition

The court directed the Clerk of Court to unseal the documents filed in connection with the preliminary-injunction motion, except for ECF Nos. 66-2, 66-6, 66-7, 66-9, 66-14, and 66-15, corresponding to Exhibits 3, 9, 10, 12, 18, and 19, which were to remain under seal. Consistent with the court’s oral order, all documents introduced at the April 20, 2023 preliminary-injunction hearing were also unsealed. Judge J. Paul Oetken entered the order.