Johnson v. Smithkline Beecham Corp.
853 F. Supp. 2d 487
E.D. Pa.2012Background
- Plaintiffs filed in state court alleging thalidomide caused birth defects; case removed to federal court on diversity grounds.
- Court must evaluate whether any defendant shares the same state citizenship as any plaintiff at filing and removal.
- GSK LLC and Holdings are central to the diversity analysis due to their corporate structure and Delaware nexus.
- Avantor’s nerve center moved after removal; evidence indicates New Jersey citizenship at relevant times.
- Court rejects plaintiffs’ “holding company” exception argument and concludes Holdings and LLC are Delaware citizens.
- SmithKline Beecham’s consent to removal is contested, but the court finds the real party in interest is GSK LLC, not the dissolved SmithKline Beecham entity.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Diversity: are GSK LLC and Holdings Delaware citizens? | Plaintiffs rely on Brewer to claim PA citizenship for both. | GSK LLC and Holdings are Delaware citizens; Holdings’ nerve center in Delaware. | GSK LLC and Holdings are Delaware citizens. |
| Avantor’s domicile at removal time | Avantor’s nerve center was in Center Valley, PA. | Evidence shows headquarters moved to New Jersey before removal. | Avantor was a New Jersey citizen at relevant times. |
| SmithKline Beecham consent to removal | SmithKline Beecham did not consent; unanimity required. | GSK LLC is the real party in interest; SmithKline Beecham exists only nominally. | SmithKline Beecham’s consent not required; removal valid because GSK LLC consented. |
Key Cases Cited
- Hertz Corp. v. Friend, 130 S. Ct. 1181 (U.S. 2010) (nerve center test; holding company structure treated distinctly from operating companies)
- Zambelli Fireworks Mfg. Co. v. Wood, 592 F.3d 412 (3d Cir. 2010) (citizenship of LLC determined by members; holding company structure considered)
- J.A. Olson Co. v. City of Winona, 818 F.2d 401 (5th Cir. 1987) (nerve center analysis; delegation and corporate structure considerations)
- Brewer v. SmithKline Beacham Corp., 774 F. Supp. 2d 720 (E.D. Pa. 2011) (holding company vs operating company; crossroads for GSK structure in PA)