PRECEDENTIAL

UNITED STATES COURT OF APPEALS

FOR THE THIRD CIRCUIT

Nos. 23-1378, 23-2019 & 23-2053

GOVERNMENT EMPLOYEES INSURANCE CO.; GEICO

INDEMNITY CO.; GEICO GENERAL INSURANCE

COMPANY; GEICO CASUALTY CO.

v.

MOUNT PROSPECT CHIROPRACTIC CENTER, P.A.,

d/b/a Mount Prospect Health Center; TERRY

MCSWEENEY, D.C.; HASSAN MEDICAL PAIN RELIEF

AND WELLNESS CENTER LLC, d/b/a Hassan Spine and 

Sports Medicine; SHADY HASSAN, M.D.

HASSAN MEDICAL PAIN RELIEF AND WELLNESS 

CENTER LLC, d/b/a Hassan Spine and Sports Medicine;

SHADY HASSAN, M.D.,

 

 Appellants in No. 23-1378
2

GOVERNMENT EMPLOYEES INSURANCE CO; GEICO

INDEMNITY CO; GEICO GENERAL INSURANCE CO;

GEICO CASUALTY CO

v.

CARING PAIN MANAGEMENT PC, AKA Caring Pain

Management; JINGHUI XIE, MD; FIRST CARE 

CHIROPRACTIC CENTER LLC; KONSTANTINE

FOTIOU, D.C.

CARING PAIN MANAGEMENT PC, AKA Caring Pain

Management; JINGHUI XIE, MD,

 

Appellants in No. 23-2019

GOVERNMENT EMPLOYEES INSURANCE CO; GEICO 

INDEMNITY CO; GEICO GENERAL INSURANCE CO;

GEICO CASUALTY CO

v.

WAEL ELKHOLY, MD; PRECISION PAIN & SPINE

INSTITUTE LLC; PRECISION SPINE & SPORTS

MEDICINE OF NEW JERSEY LLC; PRECISION

ANESTHESIA ASSOCIATES PC; ASHRAF SAKR, MD; 

FOUAD KARAM, D.C.; LUIS RAMIREZ-PACHECO, MD;

LYDIA SHAJENKO, MD; STUART ATKIN, MD;

MEHRDAD LANGROUDI, MD; CHANG LEE, MD;

KHALED MORSI, MD; MONICA JOHNSON, N.P.,

 Appellants in No. 23-2053
3

Appeal from the United States District Court

for the District of New Jersey

(D.C. Civil Action Nos. 2-22-cv-00737, 2-22-cv-05017, and 

3-21-cv-16255) 

District Judges: Honorable John M. Vazquez, Honorable 

Brian R. Martinotti, and Honorable Michael A. Shipp 

Argued on January 18, 2024

Before: JORDAN, BIBAS, and AMBRO, Circuit Judges

(Opinion filed: April 26, 2024)

Brian Block

Andrew Gimigliano (Argued)

Mandelbaum Barrett

3 Becker Farm Road

Suite 105

Roseland, NJ 07068

Counsel for Appellants in Case Nos. 23-1378,

23-2019 & 23-2053

Mohamed Nabulsi

Mandelbaum Barrett

3 Becker Farm Road

Suite 105

Roseland, NJ 07068

Counsel for Appellants in Case Nos. 23-2019 & 

23-1378
4

Damian P. Conforti

Mandelbaum Barrett

3 Becker Farm Road

Suite 105

Roseland, NJ 07068

Counsel for Appellants in Case No. 23-1378

Max S. Gershenoff (Argued)

Rivkin Radler

926 RXR Plaza

West Tower

Uniondale, NY 11556

Gene Y. Kang

Rivkin Radler

25 Main Street, Court Plaza North

Suite 501

Hackensack, NJ 07601

Counsel for Appellees in Case Nos. 23-1378, 

23-2019 & 23-2053

Yonatan Bernstein

Rivkin Radler

926 RXR Plaza

West Tower

Uniondale, NY 11556

Counsel for Appellees in Case No. 23-1378
5

OPINION OF THE COURT

AMBRO, Circuit Judge

These consolidated appeals ask if claims under New 

Jersey’s Insurance Fraud Prevention Act (“IFPA”), N.J. Stat. 

Ann. §§ 17:33A-1 to 30, are arbitrable. They are, so we reverse 

and compel arbitration.

Background

Before us are three strikingly similar cases. Plaintiffappellee Government Employees Insurance Company and 

certain affiliates (collectively, “GEICO”) sued defendantsappellants (collectively, the “Practices”1

) in separate actions in 

the District of New Jersey, alleging they defrauded GEICO of 

more than $10 million by abusing the personal injury 

protection (“PIP”) benefits offered by its auto policies. It 

alleges the Practices filed exaggerated claims for medical 

services (sometimes for treatments that were never provided), 

billed medically unnecessary care, and engaged in illegal 

kickback schemes. GEICO’s suits against the Practices each

included a claim under the IFPA, which gives insurers a fraud1 For simplicity, we refer to each case by a medical practice 

defendant – Precision Pain and Spine Institute, L.L.C. 

(“Precision Spine”), Hassan Medical Pain Relief and Wellness 

Center, LLC (“Hassan Medical”), and Caring Pain 

Management P.C. (“Caring Pain”).
6

like action with fewer elements than common-law fraud.

Allstate N.J. Ins. Co. v. Lajara, 117 A.3d 1221, 1231-32 (N.J. 

2015). The Practices sought arbitration of GEICO’s IFPA 

claim, arguing both that a valid arbitration agreement covered 

the claim and that a different New Jersey insurance law 

allowed them to compel arbitration. But each District Court 

disagreed, ruling instead that IFPA claims cannot be arbitrated. 

The Practices appeal to us.

Jurisdiction and Standard of Review

The Federal Arbitration Act (“FAA”), 9 U.S.C. § 1 et 

seq., provides us jurisdiction over interlocutory appeals of 

orders declining to compel arbitration. FAA § 16(a)(1)(B); In 

re Rotavirus Vaccines Antitrust Litig., 30 F.4th 148, 153 (3d 

Cir. 2022).

We review de novo rulings on motions to compel 

arbitration. Flinktote Co. v. Aviva PLC, 769 F.3d 215, 219 (3d 

Cir. 2014). Our role is to apply the test district courts are to 

use in deciding those motions. Singh v. Uber Techs., Inc., 939 

F.3d 210, 217 (3d Cir. 2019).

When federal courts answer questions of state law, they

rule as they predict the state supreme court would. New Castle 

Cnty. v. Nat’l Union Fire Ins. Co. of Pittsburgh, 174 F.3d 338, 

342 (3d Cir. 1999). If that court has not issued a determinative 

decision, we may consider decisions from state appellate 

courts, though we are not bound by them if they are not well

reasoned or otherwise unpersuasive. In re Makowka, 754 F.3d 

143, 148-52 (3d Cir. 2014) (disagreeing with precedential state 

appellate decision because we are “not, in fact, bound by [such] 

a decision[,]” and “the decision’s sparse reasoning and internal 
7

inconsistency” would not persuade the state supreme court); 

Roma v. United States, 344 F.3d 352, 359-62 (3d Cir. 2003)

(disregarding state intermediate appellate decision because it 

“is inconsistent with the plain language of [the statute] . . . and, 

therefore, cannot be used as an accurate predictor of how the 

Supreme Court of New Jersey would [rule]”). If the state 

supreme court would not defer to those opinions, then – given 

that our goal is predicting that court’s decision – neither will 

we.

2

 

A. IFPA Claims Can Be Arbitrated.

GEICO’s primary argument to us is that the IFPA 

implicitly prohibits arbitration. This might defeat the 

2 This is not to say that we disregard intermediate state 

appellate decisions merely because we disagree with them. We 

are not writing on an empty slate, and state appellate courts are 

more expert at deciding state law questions than we are. We 

owe that expertise significant respect when state courts use it. 

Budget Rent-A-Car Sys., Inc. v. Chappell, 407 F.3d 166, 174 

(3d Cir. 2005) (we afford the “considered judgment[s]” of 

“intermediate appellate state court[s]” meaningful deference.

(quoting West v. Am. Tel. & Tel. Co., 311 U.S. 233, 237 

(1940))). But the deference we should give has limits, and if 

we believe an opinion is unsupported, we should not 

reflexively follow it. Circuit courts are competent to interpret 

state law, too. Cf. United States v. Defreitas, 29 F.4th 135, 141 

(3d Cir. 2022) (“[I]t is inappropriate to certify any state-law 

question solely because its outcome may control a case; federal 

courts are often required to make faithful predictions of how a 

state supreme court will rule.”)
8

Practices’ effort to compel arbitration under a different New 

Jersey law and could do the same for the Practices’ FAA-based 

request. While the FAA typically preempts state laws that 

prohibit arbitration, another federal statute, the McCarranFerguson Act, 15 U.S.C. §§ 1011-1015, complicates the 

analysis here. That act reverse-preempts federal laws that 

“invalidate, impair, or supersede” state insurance laws. 

Id. § 1012(b); Humana Inc. v. Forsyth, 525 U.S. 299, 306-07

(1999). If compelling arbitration would “invalidate, impair or 

supersede” the IFPA, then we must disregard the FAA’s 

contrary command.

GEICO bears the burden of persuading us that the IFPA 

prohibits arbitration. Gilmer v. Interstate/Johnson Lane Corp., 

500 U.S. 20, 26 (1991). In New Jersey, a statute bars 

arbitration “only if [its text] or its legislative history evidences 

an intention to preclude alternate forms of dispute 

resolution[.]” Curtis v. Cellco P’ship, 992 A.2d 795, 800 (N.J. 

App. Div. 2010) (internal quotation marks omitted).

GEICO’s first argument is a massive string cite. It 

claims that every known decision has held IFPA claims 

inarbitrable; the Practices cite no case holding otherwise. But 

on closer inspection, GEICO’s string cite lacks force. 

The only appellate decision GEICO cites is Nationwide 

Mutual Fire Insurance Co. v. Fiouris, 928 A.2d 154 (N.J. App. 

Div. 2007), certif. denied, 934 A.2d 640 (N.J. 2007). GEICO 

relies on its statement that “the Legislature did not contemplate 

that a claim of a violation of the [IFPA] would be heard by an 

arbitrator,” id. at 157, for the proposition that “IFPA claims are 

inarbitrable as a matter of law.” Caring Pain GEICO Br. 15-

16. But we do not think Fiouris stands for that proposition.
9

First, the authority Fiouris cites to support this 

statement does not suggest that the IFPA prohibits arbitration. 

It relies on IFPA § 7(a), a permissive jurisdiction provision 

saying insurers “may sue” for IFPA violations “in any court of 

competent jurisdiction.” But those provisions do not prohibit 

arbitration. Gay v. CreditInform, 511 F.3d 369, 383 (3d Cir. 

2007). And Fiouris cites only one case to support GEICO’s 

key sentence. 928 A.2d at 157 (citing Liberty Mut. Ins. Co. v. 

Land, 892 A.2d 1240, 1246-47 (N.J. 2006)). The cited section 

of Land merely summarizes the IFPA – it doesn’t discuss 

arbitration. 892 A.2d at 1246-47. That is not surprising, 

because Land dealt with the standard of proof for IFPA claims, 

not their arbitrability. Id. at 1241. So we do not see Fiouris’s 

statement as the arbitration bar GEICO says it is.

Second, the sentence GEICO leans on in Fiouris is 

dicta. That Court made clear that it was only answering one 

question: whether a different New Jersey law compelled 

arbitration of IFPA claims arising from fraud in the 

procurement of an insurance policy. Fiouris, 928 A.2d at 155. 

It was not seeking (and did not have) to answer whether IFPA 

claims were generally arbitrable.

So we doubt that the Supreme Court of New Jersey 

would accord Fiouris much weight on this issue. Following 

that predicted lead, we do not either. GEICO’s other cases, all 

from trial courts, offer minimal analysis and so we give them 

little-to-no weight, as we expect New Jersey’s highest court 

would. Makowka, 754 F.3d at 148; Roma, 344 F.3d at 360-62. 

In sum, GEICO’s string cite leaves us unmoved.

Switching tacks, GEICO claims that the IFPA’s antifraud mission bars arbitration. But it does not explain why 
10

arbitrating IFPA claims frustrates that goal. And the United 

States Supreme Court has made clear that claims arising from 

laws empowering private attorneys general can be arbitrated. 

Shearson/Am. Express, Inc. v. McMahon, 482 U.S. 220, 239-

42 (1987) (holding RICO claims arbitrable and citing 

Mitsubishi Motors Corp. v. Soler Chrysler-Plymouth, Inc., 473 

U.S. 614, 636-37 (1985) (holding antitrust claims arbitrable 

because, even if they are arbitrated, antitrust law “will continue 

to serve both its remedial and deterrent function”)).

Finally, GEICO suggests that a laundry list of factors 

shows that the IFPA implicitly prohibits arbitration. None 

persuades us. It notes that IFPA plaintiffs have a jury trial 

right. Lajara, 117 A.3d at 1234. But GEICO does not explain 

why it cannot waive that right by agreeing to arbitrate. Next, 

it suggests that the IFPA’s frequent use of phrases that suggest 

trial (like “the court” and “the action”) implicitly prohibit 

arbitration. A statute’s use of those terms does no such thing. 

CompuCredit Corp. v. Greenwood, 565 U.S. 95, 100-01 

(2012). GEICO also notes that the IFPA requires a plaintiff to 

notify the New Jersey insurance commissioner when it files 

litigation documents with “the court.” IFPA § 7(c). Yet we 

know of no reason why it could not share those documents if 

they were filed in an arbitration. Further, it observes that the 

IFPA allows for treble damages and suggests that an arbitrator 

could not grant that remedy. IFPA § 7(b). To the contrary,

American Arbitration Association rules give the arbitrator 

broad discretion to “grant any remedy or relief[.]” Am. Arb. 

Ass’n, Commercial Arbitration Rules and Mediation 

Procedures 28 (2013) (Rule 47), https://perma.cc/4Y74-

WZM8. And a New Jersey intermediate appellate court, in a 

decision compelling arbitration of a statutory claim with treble 

damages, noted that they “can be vindicated in the arbitration 
11

forum[.]” Gras v. Assocs. First Cap. Corp., 786 A.2d 886, 892 

(N.J. App. Div. 2001), certif. denied, 794 A.2d 184 (N.J. 2002). 

Last, GEICO points out that New Jersey itself can join private 

IFPA actions to collect penalties, IFPA § 7(d), and suggests 

this would be impossible in arbitration. But it does not explain 

why New Jersey couldn’t join an arbitration, and the IFPA 

allows the State to file independent actions. IFPA § 5.

In addition, New Jersey has a strong policy in favor of 

arbitration, Arafa v. Health Express Corp., 233 A.3d 495, 506 

(N.J. 2020), especially for PIP claims. Gambino v. Royal 

Globe Ins. Cos., 429 A.2d 1039, 1043 (N.J. 1981) 

(“[A]pproaches which minimize resort to the judicial process 

[for PIP claims] . . . are strongly to be favored.”). We therefore 

predict that the New Jersey Supreme Court would allow 

arbitration of IFPA claims. 

Having concluded that IFPA claims are arbitrable, we 

next consider whether the IFPA claims before us should be 

compelled to arbitration. 

B. New Jersey Insurance Law Compels Arbitration.

Each Practice sought arbitration of GEICO’s IFPA 

claim through N.J. Stat. Ann. § 39:6A-5.1(a) (the “Provision”). 

It allows “any party” to compel arbitration of “[a]ny dispute 

regarding the recovery of medical expense benefits or other 

benefits provided under [PIP] coverage . . . arising out of the 

operation, ownership, maintenance or use of an automobile”. 

Id. As these suits are GEICO’s effort to recover medical 

expense claims paid through auto insurance PIP benefits, they 

fall under the Provision’s plain text.
12

GEICO asserts that the Provision does not apply to 

IFPA claims because they deal with fraud. We disagree. First, 

the Provision does not have an exception for fraud, and we may 

not carve a broad exclusion from a plain statute on our own 

initiative. DiProspero v. Penn, 874 A.2d 1039, 1048 (N.J. 

2005). Second, New Jersey appellate courts have consistently 

held that the Provision must be “construe[d ]liberally,” State 

Farm Mut. Auto. Ins. Co. v. Molino, 674 A.2d 189, 191 (N.J. 

App. Div. 1996), and “read as broadly as [its] words 

themselves indicate[.]” State Farm Ins. Co. v. Sabato, 767 

A.2d 485, 487 (N.J. App. Div. 2001). Third, the list of claims 

specifically subject to the Provision suggests fraud falls under 

its umbrella. That group includes “whether the disputed 

medical treatment was actually performed” and “whether the 

treatment performed is reasonable[ or] necessary.” N.J. Stat. 

Ann. § 39:6A-5.1(c). That is the alleged fraud underpinning 

GEICO’s IFPA claims: billing for fictitious or unnecessary 

care. Because the Provision’s plain language is broad and does 

not carve out fraud, but rather explicitly includes fraud-like 

claims, GEICO’s argument does not persuade us.

C. GEICO’s IFPA Claims Are Subject to an Arbitration 

Agreement.

In the alternative, we also conclude that GEICO’s IFPA 

claims must be compelled to arbitration under the FAA. That 

statute compels claims to arbitration once a movant shows both 

that an arbitration agreement was validly formed and that it 

covers the claims at issue. John Hancock Mut. Life Ins. Co. v. 

Olick, 151 F.3d 132, 137 (3d Cir. 1998). To establish that an 

agreement was formed when (as here) a motion to compel 

arbitration is based on a complaint standing alone, a defendant 

must show that the complaint and the documents on which s it 
13

relies facially suggest that the parties agreed to arbitrate. 

Guidotti v. Legal Helpers Debt Resol., L.L.C., 716 F.3d 764, 

776 (3d Cir. 2013). 

GEICO does not contest the Practices’ reliance on two 

documents to suggest formation of an arbitration agreement. 

The first is GEICO’s Precertification and Decision Point 

Review Plan (the “Plan”). This document, required by New 

Jersey law and approved by the New Jersey insurance 

regulator, governs GEICO’s reimbursement of PIP claims. 

Coal. for Quality Health Care v. N.J. Dep’t of Banking & Ins., 

791 A.2d 1085, 1092-94 (N.J. App. 2002); N.J. Admin. Code

§ 11:3-4.7. The Plan’s arbitration provision covers “any issue 

arising under [the Plan], or in connection with any claim for 

[PIP] benefits.” Caring Pain App. 315. The Practices bind 

themselves to the Plan through the second 

document – GEICO’s assignment of benefits form, which 

must be submitted before GEICO will pay doctors for PIP 

claims. That form requires the Practice “comply with all the 

requirements of the Plan.” Caring Pain App. 317. These 

documents facially suggest that the Practices entered into an 

arbitration agreement with GEICO.

That said, GEICO could force the Practices to prove 

more than a suggestion by submitting or pointing to “additional 

facts sufficient to place the [arbitration agreement] in issue.” 

Guidotti, 716 F.3d at 776. It says that the complaints 

themselves place formation in issue because they allege that 

Practices did not submit “valid” assignments of benefits for 

“each of their claims[.]” Caring Pain App. 412-13 ¶ 255. But 

GEICO is wrong because we do not treat unsupported legal 

conclusions asserted in complaints as well-pled factual 

allegations. Bell Atl. Corp. v. Twombly, 550 U.S. 544, 555 
14

(2007). This is especially so when the conclusion lacks “facial 

plausibility,” and here it is not believable that the Practices 

never submitted a valid3assignment of benefits given GEICO 

paid them more than $10 million. Ashcroft v. Iqbal, 556 U.S. 

662, 678 (2009).

It would not have taken much for GEICO to put contract 

formation in play. Our precedent only requires plaintiffs to 

offer facts that put it in doubt. For example, we held that a 

plaintiff’s detailed affidavit explaining that she had never seen 

the arbitration agreement at issue was enough to make the 

movants fully prove formation. Kirleis v. Dickie, McCamey & 

Chilcote, P.C., 560 F.3d 156, 161-62 (3d Cir. 2009). GEICO’s

pronouncement that the Practices did not provide “valid” 

assignment of benefits forms for any of their claims does not 

pass even that low bar. And its argument that we are requiring 

it to “prove a negative” is wrong: we only ask for some 

evidence suggesting it did not form arbitration agreements with 

the Practices in light of the evidence they offer suggesting 

otherwise. Caring Pain GEICO Br. 35 n.8.

Next, to compel arbitration of GEICO’s IFPA claims,

we must hold that the arbitration agreement in the Plan covers 

them. John Hancock, 151 F.3d at 139. It does. As noted 

above, that provision covers “any issue . . . in connection with 

any claim for [PIP] benefits.” Caring Pain App. 315. This

language is broad and, as the IFPA claims are connected to 

claims paid to the Practices based on PIP coverage, includes 

3 GEICO does not explain why it believes the assignment of 

benefits forms were not valid. 
15

GEICO’s claims.4 Arafa, 233 A.3d at 509 (agreement to 

arbitrate “any dispute” has “broad” scope). Supporting our 

view, New Jersey law encourages us to read arbitration 

agreements “liberally in favor of arbitration.” Garfinkel v. 

Morristown Obstetrics & Gynecology Assocs., P.A., 773 A.2d 

665, 670 (N.J. 2001) (quoting Marchak v. Claridge Commons, 

Inc., 633 A.2d 531, 535 (N.J. 1993)). Further, because the 

Practices had no role in drafting the Plan, we must construe it 

in their favor. Pacifico v. Pacifico, 920 A.2d 73, 78 (N.J. 

2007). Therefore, GEICO’s IFPA claims are subject to the 

Plan’s arbitration agreement, and so we must compel 

arbitration. Dean Witter Reynolds, Inc. v. Byrd, 470 U.S. 213, 

218 (1985). 

D. The Practice-Specific Issues

Besides the issues discussed above, which affect each 

Practice, the Hassan Medical and Precision Spine appeals 

present other challenges. 

4 At oral argument, GEICO claimed that the Supreme Court of 

New Jersey would hold that the arbitration agreement in the 

Plan does not encompass its IFPA claims because it does not 

specifically reference the IFPA. But GEICO did not make that 

argument in its papers, and therefore we will not consider it in 

detail. Barna v. Bd. of Sch. Dirs. of Panther Valley Sch. Dist., 

877 F.3d 136, 145-46 (3d Cir. 2017). Even if GEICO’s 

argument were correct, we would still compel arbitration under 

the Provision.
16

Hassan Medical

In the Hassan Medical case, the District Court 

concluded both that GEICO and Hassan Medical agreed to be 

bound by the Plan, and that GEICO’s non-IFPA claims were 

subject to its arbitration agreement. But rather than compel

arbitration, it granted GEICO leave to amend its complaint to 

“make ‘clear’ its arguments regarding the validity of the 

[arbitration] agreement.” Hassan Medical App. 18. Hassan 

Medical claims this was error.

GEICO argues we lack jurisdiction to review this 

decision because it is not final, as the District Court would 

consider a renewed motion to compel arbitration. But our 

caselaw disagrees. Because of the FAA’s broad grant of 

interlocutory jurisdiction, we can review interim denials of 

motions to compel arbitration. Sandvik AB v. Advent Int’l 

Corp., 220 F.3d 99, 102-04 (3d Cir. 2000). 

And we agree with Hassan Medical that the District 

Court should not have granted GEICO leave to amend its 

complaint. When a movant sufficiently establishes that a claim 

is subject to a valid arbitration agreement, district courts have

no discretion and must send it to arbitration. Dean Witter 

Reynolds, 470 U.S. at 218 (“[T]he [FAA] leaves no place for 

the exercise of discretion by a district court, but instead 

mandates that district courts shall direct the parties to proceed 

to arbitration on issues as to which an arbitration agreement 

has been signed.”) (emphasis in original); FAA § 4 (“[U]pon 

being satisfied that [the arbitration agreement is valid and 

applies], the court shall make an order directing the parties to 

proceed to arbitration . . .”.) (emphasis added). 
17

True enough, we generally support granting leave to 

amend, but our denial here aligns with Circuit precedent. Our 

usual generosity exists because a “complaint may not be 

amended by the briefs in opposition to a motion to dismiss.” 

Pennsylvania ex rel. Zimmerman v. PepsiCo, Inc., 836 F.2d 

173, 181 (3d Cir. 1988) (quoting Car Carriers, Inc. v. Ford 

Motor Co., 745 F.2d 1101, 1107 (7th Cir.1984), abrogated by 

Schmees v. HC1.Com, Inc., 77 F.4th 483 (7th Cir. 2023)). If 

we denied leave to amend to cure a fixable defect, we would 

reject potentially meritorious claims on mere pleading errors. 

W. Run Student Hous. Assocs., LLC v. Huntington Nat’l Bank, 

712 F.3d 165, 171 (3d Cir. 2013).

But under the Guidotti protocol, 716 F.3d at 776, 

GEICO had the chance to submit additional facts to challenge 

formation of the arbitration agreements. The District Court 

decided that motion against GEICO on the merits, not on the 

limited “record” of the complaint. Given that background, 

denying GEICO’s request to amend does not frustrate the 

policy animating our pro-amendment case law. 

Precision Spine

GEICO asks us to affirm the District Court’s denial as 

moot of Precision Spine’s motion to compel arbitration.

5

 

GEICO’s rationale for mootness is that the targeted complaint

was amended after the motion was filed. It relies on West Run

5 GEICO also argues that its non-IFPA claims against Precision 

Spine are inarbitrable. But those claims are not at issue in this 

appeal because the order identified in the only filed notice of 

appeal (Precision Spine’s) did not mention them. Sulima v. 

Tobyhanna Army Depot, 602 F.3d 177, 184 (3d Cir. 2010).
18

for the proposition that an “amended complaint supersedes the 

original and renders it of no legal effect, unless the amended 

complaint specifically refers to or adopts the earlier pleading.” 

712 F.3d at 171 (cleaned up, citation omitted). But West Run

dealt with an entirely different set of issues, and we will not 

rely on one out-of-context snippet to decide this case.

Instead, we will join our colleagues on the Second and 

Sixth Circuits by holding that district courts may, in their 

discretion, deny as moot motions directed to subsequently 

amended complaints or apply their arguments to the new 

complaint and dispose of them on the merits. Pettaway v. Nat’l 

Recovery Sols., LLC, 955 F.3d 299, 303-04 (2d Cir. 2020); 

Crawford v. Tilley, 15.F.4th 752, 759 (6th Cir. 2021); 6 Charles 

Alan Wright, Arthur R. Miller & Mary Kay Kane, Federal 

Practice and Procedure § 1476 (3d ed. 2013) (“[D]efendants 

should not be required to file a new motion to dismiss simply 

because an amended pleading was introduced while their 

motion was pending. If some of the defects raised in the 

original motion remain in the new pleading, the court simply 

may consider the motion as being addressed to the amended 

pleading. To hold otherwise would be to exalt form over 

substance.”). If the arguments in a motion apply to the 

amended complaint, and the motion’s proponent does not 

object to applying it to the new pleading, we see no reason why 

a trial court cannot do so.

Here, we believe the District Court abused its discretion

by denying Precision Spine’s motion sua sponte because it was 

addressed to the unamended complaint. As noted, that does 

not automatically moot a motion. Nothing in the amended 

complaint precludes arbitration of GEICO’s IFPA claims. 

Rather, as discussed above, the law requires it. So we conclude 
19

the District Court abused its discretion in denying the motion 

and will order arbitration.

6

 Scott v. Vantage Corp., 64 F.4th 

462, 472 (3d Cir. 2023) (an error of law is an abuse of 

discretion). 

*****

For the reasons above, we reverse the decisions of the 

District Courts and remand with instructions to compel 

arbitration of GEICO’s IFPA claims against the Practices.

6 This case is a good example of why we do not automatically 

moot motions directed at subsequently amended complaints. If 

we held the motion was moot, we would simply waste the 

litigants’ time and money by requiring fresh motion practice 

when the amended complaint fails to defeat the initial motion’s 

challenges.