Burnham v. Compass Minerals International, Inc.

Adam J. Simon Direct Dial: (314) 889-7340 Email: asimon@dowdbennett.com April 1, 2026 MEMO ENDORSED VIA ECF Pg. 3 Hon. Richard M. Berman Daniel Patrick Moynihan United States Courthouse 500 Pearl St. New York, NY 10007-1312 Re: Burnham, et al., v. Compass Minerals International, Inc., et al., Case No. 1:25-cv-03892 Dear Judge Berman: We represent Defendants Compass Minerals International, Inc. and Compass Minerals America Inc. (collectively, “Defendants”) in the above-captioned matter. In accordance with Rule 4.A.2 of Your Honor’s Individual Practices and Section 6 of the Electronic Case Filing Rules for the U.S. District Court for the Southern District of New York, we submit this letter motion requesting leave to file with redactions Defendants’ Memorandum of Law in Support of Partial Motion to Dismiss (the “Memorandum”). Along with this letter motion, Defendants are filing under seal an unredacted version of the Memorandum with their requested redactions highlighted. Defendants are also filing the Memorandum on the public docket with their requested redactions. See ECF Rules, Section 6.11. LEGAL STANDARD The First Amendment’s presumption of public access to judicial documents can be overcome by judicial finding that “sealing is necessary to preserve higher values” and where “the sealing order is narrowly tailored to achieve that aim.” Newsday LLC v. Cnty. of Nassau, 730 F.3d 156, 165 (2d Cir. 2013) (cleaned up). Such “higher values” include “the protection of competitively sensitive business information.” Phase One Network, Inc. v. Ye, No. 22-CV-9511, APapgreil 21 , 2026 2024 WL 964613, at *2 (S.D.N.Y. Mar. 5, 2024). In addition, sealing or redaction is especially warranted where the applicable “higher values” implicate the confidential information of third parties. N. Star IP Holdings, LLC v. Icon Trade Servs., LLC, 710 F. Supp. 3d 183, 211 (S.D.N.Y. 2024) (“The Court finds that, for the proposed redactions specified in this paragraph, the privacy interests of third parties – relating to their identity, the terms of financial negotiations, contracts, or outstanding debts and balances with the litigants or nature and timing of the commercial relations therewith – outweighs the presumption of public access.”); S.E.C. v. TheStreet.Com, 273 F.3d 222, 232 (2d Cir. 2001). ANALYSIS Defendants request leave to file their Memorandum with limited redaction of the confidential information of Perimeter Solutions, Inc. (“Perimeter”), a non-party to this suit who has requested that this information remain sealed. Specifically, Defendants’ only redactions in the Memorandum relate to the sensitive deal terms of the Asset Purchase Agreement (“APA”) between Compass and Perimeter. Under a prior agreement, Defendants are required to obtain Perimeter’s consent before it can disclose the APA, and Perimeter has not consented to its disclosure other than for the limited purpose of use in mediation. See ECF No. 59, Defendants’ December 22, 2025 Letter Motion re Motion to Seal. The confidentiality of a non-party’s sensitive deal information is a “higher value” warranting sealing. See N. Star IP Holdings, 710 F. Supp. 3d at 211. CONCLUSION For the foregoing reasons, Defendants respectfully request leave to file their Memorandum of Law in Support of Partial Motion to Dismiss with the redactions requested in the filings accompanying this letter motion. DOWD BENNETT LLP April 1, 2026 Page 3 Application granted. The Clerk of Courts directed to close the motions at Docket Number Respectfully submitted, 67, Docket Number 59, and Docket Number 53. /s/ Adam J. Simon □□□ CC: Plaintiffs’ counsel (via ECF) SO ORDERED: Zz Date:__ 5/7/2026 vebvarel A. Sensiew Richard M. Berman, U.S.D.J.