Corcoran et al v. CVS Health Corporation

Northern District of California, cand-4:2015-cv-03504

Exhibit 8

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Exhibit 8 Transcript of Amber D. Compton Date: December 16, 2016 Case: Corcoran, et al. -v- CVS Pharmacy, Inc. Planet Depos Phone: 888-433-3767 Fax: 888-503-3767 Email: transcripts@planetdepos.com Internet: www.planetdepos.com Worldwide Court Reporting | Interpretation | Trial Services Transcript of Amber D. Compton 1 (1 to 4) Conducted on December 16, 2016 1 3 1 UNITED STATES DISTRICT COURT 1 UNITED STATES DISTRICT COURT 2 NORTHERN DISTRICT OF CALIFORNIA 2 NORTHERN DISTRICT OF CALIFORNIA 3 3 4 CHRISTOPHER CORCORAN, et al.,) 4 CHRISTOPHER CORCORAN, et al.,))) 5 Plaintiffs,) 5 Plaintiffs,)) Case No.:) Case No.: 6 vs.) 6 vs.)) 3:15-cv-03504-YGR) 3:15-cv-03504-YGR 7 CVS PHARMACY, INC.,) 7 CVS PHARMACY, INC.,))) 8 Defendant.) 8 Defendant.) 9 9 10 10 VIDEO-RECORDED DEPOSITION OF AMBER D. COMPTON, 11 11 produced, sworn and examined on December 16, 2016, 12 12 between the hours of nine o'clock in the forenoon 13 13 and noon of that day, at the offices of Bryan Cave 14 VIDEO-RECORDED DEPOSITION OF AMBER D. COMPTON 14 LLP, One Metropolitan Square, 211 North Broadway, 15 TAKEN ON BEHALF OF THE PLAINTIFFS 15 Suite 3600, St. Louis, Missouri 63102-2750, before 16 DECEMBER 16, 2016 16 William L. DeVries, a Certified Court Reporter (MO), 17 17 Certified Shorthand Reporter (IL), Registered 18 18 Diplomate Reporter, and Certified Realtime Reporter, 19 19 in a certain cause now pending in the United States 20 (Starting time of the deposition: 9:32 a.m.) 20 District Court, Northern District of California, 21 21 between CHRISTOPHER CORCORAN, et al., Plaintiffs, 22 22 vs. CVS PHARMACY, INC., Defendant; on behalf of the 23 23 Plaintiffs. 24 24 25 25 2 4 1 I N D E X 1 A P P E A R A N C E S 2 QUESTIONS BY: PAGE 2 For the Plaintiffs: 3 MR. GILMORE 7 3 Mr. Robert B. Gilmore 4 MS. MAINIGI 90 4 Stein Mitchell Cipollone Beato & Missner LLP 5 MR. SITARCHUK 92 5 1100 Connecticut Avenue, NW, Suite 1100 6 MR. GILMORE 93 6 Washington, D.C. 20036 7 7 (202) 601-1589 8 8 rgilmore@steinmitchell.com 9 E X H I B I T S 9 10 EXHIBIT PAGE 10 For the Defendant: 11 Exhibit 613 Subpoena 8 11 Mr. Enu Mainigi 12 Exhibit 618 Declaration of Amber D. 13 12 Williams & Connolly LLP 13 Compton 13 725 Twelfth Street, N.W. 14 Exhibit 532 CVS/Express Scripts provider 65 14 Washington, D.C. 20005 15 contract 15 (202) 434-5000 16 Exhibit 617 2008 Express Scripts Network 69 16 emainigi@wc.com 17 Provider Manual 17 18 Exhibit 615 2010 Express Scripts Network 71 18 For the Witness: 19 Provider Manual 19 Mr. Eric W. Sitarchuk 20 Exhibit 616 2016 Express Scripts Network 76 20 Morgan, Lewis & Bockius LLP 21 Provider Manual 21 1701 Market Street 22 Exhibit 619 August 10, 2016 complaint 81 22 Philadelphia, Pennsylvania 19103-2921 23 23 (215) 963-5000 24 (The exhibits were retained by the court reporter to 24 eric.sitarchuk@morganlewis.com be attached to the original and copies of the 25 transcript.) 25 PLANET DEPOS 888.433.3767 | WWW.PLANETDEPOS.COM Transcript of Amber D. Compton 5 (17 to 20) Conducted on December 16, 2016 17 19 1 contract to prepare this declaration? 1 But you'll still answer the question to the best of 2 A. I did not -- I didn't review it. I 2 your ability. 3 worked with Allison to -- 3 A. I don't -- I don't have -- I have not 4 MR. SITARCHUK: I'd instruct you not to 4 had any conversations with anyone at Express Scripts 5 answer beyond that. 5 regarding these club or member programs. It's been 6 A. THE WITNESS: Okay. 6 our position that they were outside of the contract 7 MR. SITARCHUK: Worked with Allison is 7 that we would have held with CVS or that we do 8 good enough. 8 currently hold with CVS, and I wouldn't have engaged 9 Q. (By Mr. Gilmore) So you yourself 9 with others regarding the programs. 10 haven't checked to confirm that the cited language 10 Q. If you haven't had conversations with 11 in the CVS/Express Scripts provider agreement is 11 anyone else at Express Scripts regarding these club 12 accurate? 12 member programs, how do you know it's our position, 13 A. I'm familiar with the language that's 13 as you said, Express Scripts' position versus just 14 in there, yes, in their contract. 14 your own? 15 Q. You didn't compare the cited language 15 MS. MAINIGI: Objection to form. 16 here with the contract itself in preparing this 16 A. When the programs were introduced to 17 declaration; is that right? 17 the market they were a program that was created that 18 A. When I was reviewing the document for 18 was unique for a specific patient. Patient had to 19 the draft for the final declaration I was in 19 choose to participate in the program, and therefore 20 agreement with the language that was included. 20 we felt that our position that we took was this was 21 Q. My question was a little different. 21 outside of the usual and customary retail pricing. 22 I'm just asking you, you didn't take a copy of the 22 Q. (By Mr. Gilmore) My question was a 23 contracts and compare the language with what's in 23 little different. 24 the declaration? You're relying on someone else; is 24 A. Okay. 25 that right? 25 Q. And I'll ask you questions about 18 20 1 A. Yes, I was relying on Allison. 1 your -- your positions as you express them in the 2 Q. Sitting here today, are you aware of 2 declaration, but you've said a couple times that 3 anything that you would correct or say differently 3 these are our positions or we viewed this. And I'm 4 in this declaration? 4 just trying to understand what's your basis for 5 A. No. 5 saying that? How did you learn that Express Scripts 6 Q. You say you have no knowledge of anyone 6 as a company holds these positions that you're 7 else's thoughts on this, meaning the views that you 7 saying it holds? 8 express in this declaration. Why don't you have any 8 MS. MAINIGI: Objection to form. 9 knowledge of other people at Express Scripts 9 A. It would be the area responsible -- 10 thoughts on what you say in this declaration? 10 responsible for this contracting exercise with CVS 11 MS. MAINIGI: Objection to form. 11 and how we interpret the language would be my team. 12 MR. SITARCHUK: Objection to form. 12 So I collectively I guess used we as my -- my 13 Q. (By Mr. Gilmore) You can answer. 13 organization, my responsibility. 14 A. So I can answer. Okay. I'm sorry. 14 Q. (By Mr. Gilmore) Do you know if your 15 Q. If -- if your attorney instructs you on 15 supervisors throughout the -- I guess going back to 16 privilege grounds not to answer, then that would be 16 say -- 17 the only ground that you can't -- 17 A. Uh-huh. 18 A. Okay. 18 Q. -- 2008 to the present, have they 19 Q. -- answer unless you don't understand 19 expressed views to you that match up with what 20 my question in -- 20 you've set forth in this declaration about CVS's 21 A. Okay. 21 membership program, Health Savings Pass program? 22 Q. -- which case I'll try and rephrase it. 22 A. If we would have had those 23 Let me know. 23 conversations if those discussions would have 24 A. Okay. 24 occurred, this is our -- this would have been the 25 Q. But otherwise, they'll make objections. 25 position that those predecessors along with myself PLANET DEPOS 888.433.3767 | WWW.PLANETDEPOS.COM Transcript of Amber D. Compton 6 (21 to 24) Conducted on December 16, 2016 21 23 1 would have had the same view. 1 I am currently the vice president, 2 Q. Did those conversations occur to your 2 retail strategy and contracting for 3 recollection? 3 Express Scripts, Inc., Express Scripts, 4 A. We had awareness that these programs 4 one of the largest pharmacy benefit 5 were in the marketplace. We did. There were -- 5 management, PBM, companies in the 6 there were ways through NACDS. There were ways 6 United States. 7 through Drug Store News when a program was -- like 7 Did I read that all correctly? 8 this type of program was launched, whether it was 8 A. Yes. 9 CVS or whether it was anyone else. 9 Q. Can you tell us what a PBM is? 10 So we had knowledge that the programs 10 A. Sure. It's an organization that's 11 existed. We looked at the way the programs were 11 designed to work with a variety of plan sponsors to 12 structured. To the extent that we felt they were 12 manage their pharmacy benefit. 13 outside of the usual and customary pricing, our 13 Q. As a PBM Express Scripts clients are 14 position, my position was they were outside of the 14 what you call plan sponsors? 15 contract that I held with the said retailer. 15 A. Plan sponsors or clients. 16 Q. Again, my question is a little 16 Q. And these plan sponsors are insurance 17 different, and I'll try and make myself clear. 17 companies, employee benefit plans, those kinds of 18 A. Okay. 18 organizations? 19 Q. I'm really asking do you recall 19 A. Correct. 20 conversations, meetings, memos, something where you 20 Q. Are Express Scripts clients also the 21 communicated to someone else or someone else 21 individuals insured under those plans? 22 communicated to you within Express Scripts the views 22 A. I'm sorry. Say it again. 23 that you express in your declaration? 23 Q. Do Express Scripts clients, do they 24 A. I mean, we -- I would have made a 24 include individuals who are insured under the plans 25 business decision that these club or membership 25 that the plan sponsors -- 22 24 1 programs were outside of our contract. So yes, 1 A. Yes. 2 there would have been some discussion around the 2 Q. -- have? Express Scripts contracts 3 program. The consensus was I felt these programs 3 with pharmacies like CVS, right? 4 were exempt from our contract. 4 A. Correct. 5 Q. Did your supervisors need to approve 5 Q. And those contracts allow Express 6 that decision, do you remember? 6 Scripts clients to use their member's insurance at 7 A. We would have, yes -- 7 CVS stores, fair? 8 Q. Do -- 8 A. Correct. 9 A. -- from a business perspective. 9 Q. How is Express Scripts paid generally 10 Q. Do you recall a specific meeting or -- 10 speaking for performing its PBM business with 11 A. I do not recall. 11 respect to transactions at a pharmacy like CVS? 12 Q. Okay. Or any specific action that your 12 A. We -- from the pharmacy perspective? 13 supervisors and you took where they said, yes, 13 Q. Yes. 14 Amber, you're right, I agree with your position? 14 A. We have a variety of networks that CVS, 15 A. I don't recall. 15 for example, would contract with and participate in, 16 MR. SITARCHUK: And Amber, make sure to 16 and the reimbursement is negotiated between the two 17 wait for Rob to finish his question before you 17 parties. 18 answer. 18 Q. And then, generally speaking, how is 19 A. THE WITNESS: Okay. 19 Express Scripts paid by its clients? 20 MR. GILMORE: That was a little bit of 20 A. I've -- I've not spent time on the 21 a long question. 21 client side, so I don't have -- wouldn't be able to 22 MR. SITARCHUK: And he paused a little 22 answer that. 23 bit, so ... 23 Q. I think I heard you say that there are 24 Q. (By Mr. Gilmore) In your declaration 24 two parts in terms of how CVS pays Express Scripts. 25 in paragraph one you say (quote as read): 25 By joining an Express Scripts network and then PLANET DEPOS 888.433.3767 | WWW.PLANETDEPOS.COM Transcript of Amber D. Compton 24 (93 to 96) Conducted on December 16, 2016 93 95 1 A. No. 1 CERTIFICATE OF REPORTER 2 Q. So do you have any knowledge of what 2 3 was said to Medicare or TRICARE -- Medicare part D 3 I, William L. DeVries, a Certified 4 or TRICARE either way? 4 Court Reporter (MO), Certified Shorthand Reporter 5 A. No. 5 (IL), Registered Diplomate Reporter, and a Certified 6 MR. SITARCHUK: That's all I have. 6 Realtime Reporter, do hereby certify that the 7 Thank you. 7 witness whose testimony appears in the foregoing 8 FURTHER EXAMINATION 8 deposition was duly sworn by me pursuant to Section 9 QUESTIONS BY MR. GILMORE: 9 492.010 RSMo; that the testimony of said witness was 10 Q. Are you aware of the existence of any 10 taken by me to the best of my ability and thereafter 11 investigations of Express Scripts by Medicare part D 11 reduced to typewriting under my direction; that review 12 or TRICARE or any other government agency relating 12 was not requested; that I am neither counsel for, related 13 to usual and customary pricing? 13 to, nor employed by any of the parties to the action 14 MR. SITARCHUK: And I'd object and 14 in which this deposition was taken, and further that I 15 instruct you not to answer to the extent if any that 15 am not a relative or employee of any attorney or counsel 16 would call for communications with counsel, but if 16 employed by the parties thereto, nor financially or 17 you have any awareness other than that, please 17 otherwise interested in the outcome of the action. 18 answer the question. 18 19 A. No, I don't have any awareness. 19 20 Q. (By Mr. Gilmore) Are you aware of any 20 ___________________________________ 21 litigation that Express Scripts has been involved in 21 Certified Court Reporter 22 regarding the usual and customary pricing that 22 within and for the State of Missouri 23 pharmacies submit? 23 24 MR. SITARCHUK: Same instruction. 24 25 A. No, not aware. 25 94 1 Q. (By Mr. Gilmore) Are you aware of any 2 litigation that Express Scripts has been involved in 3 regarding pharmacies' discount membership programs? 4 MR. SITARCHUK: Same instruction. 5 A. No, not aware. 6 MR. GILMORE: No further questions. 7 MS. MAINIGI: Nothing for me. Thank 8 you. 9 MR. SITARCHUK: We're done. 10 VIDEOGRAPHER: We're going off the 11 record at approximately 11:41 a.m. 12 (WHEREIN, the deposition was concluded 13 at 11:41 a.m.) 14 15 16 17 18 19 20 21 22 23 24 25 PLANET DEPOS 888.433.3767 | WWW.PLANETDEPOS.COM