No. 19-3707 _____________

OAKWOOD LABORATORIES LLC, Appellant

v.

DR. BAGAVATHIKANUN THANOO; AUROMEDICS PHARMA LLC; AUROBINDO PHARMA U.S.A. INC.; AUROBINDO PHARMA LTD. _______________

On Appeal from the United States District Court for the District of New Jersey (D.C. No. 3-17-cv-05090) District Judge: Hon. Peter G. Sheridan _______________

Argued November 17, 2020

Before: JORDAN, KRAUSE, and RESTREPO, Circuit Judges.

(Filed: June 8, 2021) _______________ Michael J. Barrie [ARGUED] Kevin M. Capuzzi Benesch Friedlander Coplan & Aronoff LLP 1313 North Market Street – Suite 1201 Wilmington, DE 19801 Counsel for Appellant Jonathan D. Janow [ARGUED] Chance Lyman Buchanan Ingersoll & Rooney 1700 K Street NW – Suite 300 Washington, DC 20006 Counsel for Appellees _______________

OPINION OF THE COURT _______________ JORDAN, Circuit Judge.

In 2017, Oakwood Laboratories, L.L.C. (“Oakwood”) sued its former Vice President of Product Development, Dr. Bagavathikanun Thanoo, as well as Dr. Thanoo’s current employer, Aurobindo Pharma U.S.A., Inc. (“Aurobindo USA”), the parent of that company, Aurobindo Pharma Ltd. (“Aurobindo”), and a sister company, AuroMedics Pharma LLC (“AuroMedics”) (collectively, “the Defendants”), asserting claims of trade secret misappropriation, breach of contract, and tortious interference with contractual relations. More than two years and four iterations of its complaint later, Oakwood was unable to get past the pleading stage of litigation. The District Court dismissed each version of the complaint for failure to state a claim.

2 After each dismissal, Oakwood endeavored to address the problems the District Court perceived. Those efforts culminated in a Third Amended Complaint (generally referenced herein simply as the “Complaint”) so factually detailed that, on appeal, we conclude it easily meets the pleading requirements of the Federal Rules of Civil Procedure and pertinent substantive law. We will, therefore, vacate the District Court’s dismissal and remand the case for further proceedings. In doing so, we endeavor to clarify the requirements for pleading a trade secret misappropriation claim under the Defend Trade Secrets Act, 18 U.S.C. § 1836(b) (“DTSA”). I. BACKGROUND

A. Factual Background1

According to its Complaint, “Oakwood is a technology- based specialty pharmaceutical company focused on hard-to- develop generic and quasi-generic, sustained-release, and small molecule injectable drugs,” including “the research and development of sustained release injectable drugs involving microsphere systems (collectively, the ‘Oakwood

1 On plenary review of the District Court’s dismissal under Federal Rule of Civil Procedure 12(b)(6), we “accept all factual allegations [in the complaint] as true[.]” Bruni v. City of Pittsburg, 824 F.3d 353, 360 (3d Cir. 2016) (internal quotations omitted). Thus, we describe Oakwood’s allegations as “facts” for the limited purpose of reviewing the order of dismissal.

3 Products’).”2 (App. at 208, ¶ 17.) It “has devoted extensive time, money, and other resources to the research, design, and development of the Oakwood Products it manufactures[,]” including its processes for manufacturing, testing, research, quality assurance, and regulatory compliance. (App. at 209, ¶ 18.) Those processes “are not generally known outside Oakwood’s organization, and Oakwood takes steps reasonable under the circumstances to keep such information confidential,” such as requiring non-disclosure agreements (“NDAs”) with its scientists, vendors, su