179 F.3d 397 (6th Cir. 1999), 97-6332, Holland v. New Era Coal Co., Inc.

Docket Nº:97-6332
Citation:179 F.3d 397
Opinion Judge:SUHRHEINRICH, Circuit Judge.
Party Name:MICHAEL H. HOLLAND; MARTY D. HUDSON; THOMAS F. CONNORS; ROBERT T. WALLACE, as Trustees of the United Mine Workers of America 1992 Benefit Plan, Plaintiffs-Appellants, v. NEW ERA COAL COMPANY, INC., Defendant, MATE CREEK DEVELOPMENT, INC.; SIDNEY COAL COMPANY, INC., doing business as Clean Energy Company, Inc., Defendants-Appellees
Attorney:Jonathan Sokolow, UMWA HEALTH & RETIREMENT FUNDS, OFFICE OF THE GENERAL COUNSEL, Washington, D.C., for Appellants. Ellen S. Cappellanti, JACKSON & KELLY, Charleston, West Virginia, Gregory B. Robertson, HUNTON & WILLIAMS, Richmond, Virginia, for Appellees. Jonathan Sokolow, Larry D. Newsome, UMWA...
Judge Panel:Before: JONES and SUHRHEINRICH, Circuit Judges; ECONOMUS, District Judge. [*]
Case Date:June 04, 1999
Court:United States Courts of Appeals, Court of Appeals for the Sixth Circuit
 
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Page 397

179 F.3d 397 (6th Cir. 1999)

MICHAEL H. HOLLAND; MARTY D. HUDSON; THOMAS F. CONNORS; ROBERT T. WALLACE, as Trustees of the United Mine Workers of America 1992 Benefit Plan, Plaintiffs-Appellants,

v.

NEW ERA COAL COMPANY, INC., Defendant, MATE CREEK DEVELOPMENT, INC.; SIDNEY COAL COMPANY, INC., doing business as Clean Energy Company, Inc., Defendants-Appellees

No. 97-6332

United States Court of Appeals, Sixth Circuit

June 4, 1999

Argued: February 5, 1999.

Page 398

Appeal from the United States District Court for the Eastern District of Kentucky at Ashland. No. 94-00182. Henry R. Wilhoit, Jr., Chief District Judge.

ARGUED:

Jonathan Sokolow, UMWA HEALTH & RETIREMENT FUNDS, OFFICE OF THE GENERAL COUNSEL, Washington, D.C., for Appellants.

Ellen S. Cappellanti, JACKSON & KELLY, Charleston, West Virginia, Gregory B. Robertson, HUNTON & WILLIAMS, Richmond, Virginia, for Appellees.

ON BRIEF:

Jonathan Sokolow, Larry D. Newsome, UMWA HEALTH & RETIREMENT FUNDS, OFFICE OF THE GENERAL COUNSEL, Washington, D.C., Linda J. Wallbaum, SEGAL, SALES, STEWART, CUTLER & TILLMAN, Louisville, Kentucky, for Appellants.

W. Henry Jernigan, Jr., JACKSON & KELLY, Charleston, West Virginia, Gregory B. Robertson, HUNTON & WILLIAMS, Richmond, Virginia, Donald P. Wagner, STOLL, KEENON & PARK, Lexington, Kentucky, for Appellees.

Before: JONES and SUHRHEINRICH, Circuit Judges; ECONOMUS, District Judge. [*]

Page 399

OPINION

SUHRHEINRICH, Circuit Judge.

Plaintiff trustees of a coal worker benefit plan appeal from the grant of summary judgment to two Defendant coal-mine operator employers on Plaintiffs' claim to collect payments for employee benefits from three Defendant employers under the Coal Industry Retiree Health Benefit Act of 1992, 26 U.S.C. § § 9701-9722 (" Coal Act" ) (West Supp. 1998).

The district court found that primary liability for the employee benefit plan contributions rested on New Era Coal Company, Inc. (" New Era" ), a coal operator that signed the 1988 National Bituminous Coal Wage Agreement (" NBCWA" ) and employed the coal workers for whom Plaintiffs are requesting benefit plan contributions. The district court found that two subsequent coal-operators of the mine, Mate Creek Development, Inc. (" Mate Creek" ), and Sidney Coal Company, Inc. (" Sidney Creek" ), doing business as Clean Energy Mining Company (" Clean Energy" ), were not liable to Plaintiffs for benefits under the Coal Act because they had not signed the NBCWA, were not successors-in-interest to New Era, and had not assumed any liability for New Era's contribution to the benefit plan. We AFFIRM the judgment of the district court.

Plaintiffs raise three issues on appeal: (1) whether a transfer of stock or assets is necessary to be a successor-in-interest or whether merely a substantial continuity under the totality of circumstances is sufficient; (2) whether a successor and a successor-in-interest as that term is used in the Coal Act are equally liable for retiree health benefits; and (3) whether the district court failed to consider the NLRB determination that Mate Creek was a successor-in-interest.

I. BACKGROUND

A. Factual

Sidney Creek is a subsidiary of the Massey Coal Company (" Massey" ). On October 1, 1984, Sidney Creek purchased coal mines in eastern Kentucky from Carolina Power & Light Co. (" CPL" ), and two of CPL's mining subsidiaries, Leslie Coal Mining Co., Inc. (" Leslie" ) and Mclnnis Coal Mining Company, Inc. (" Mclnnis" ). The mines owned by Leslie and Mclnnis were operated under collective bargaining agreements with the United Mine Workers of America (" UMWA" ). However, after Sidney Creek acquired the mines, neither Sidney Creek nor any other Massey company signed a collective bargaining agreement with the UMWA. The UMWA then struck Sidney Creek and the other non-signatory Massey companies and sued them for violating the existing NBCWA. The UMWA also sued Sidney Creek, Leslie, and McInnis for violating Article I of the NBCWA. During the strike, the Mclnnis mine was idle. To settle the strike in 1988, Sidney Creek paid $ 4,470,000.00 to the UMWA as benefits for the strikers. Sidney Creek also agreed for five years to select a contractor to operate the McInnis mine who would sign the 1988 NBCWA and hire from the strikers collectively referred to as the " Roberts panel."

On June 10, 1988, Sidney Creek contracted with New Era to mine coal at the former Mclnnis mine for a fee based on production. New Era was incorporated in 1988, was capitalized at $ 500, and had no other assets. New Era signed the 1988 NBCWA and hired from the Roberts panel. New Era then operated the Mclnnis mine from June 1988 until October 1991, using Sidney Creek's machinery, maps, and engineering services. Sidney Creek also paid the black lung excise tax for black lung benefits on behalf of New Era and some of New Era's legal...

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