Atwater v. Nat'l Football League Players Ass'n

• Decision Date: 23 November 2010
• Docket Number: No. 09-12556,09-12556
• Citation: 626 F.3d 1170
• Parties: Stephen D. ATWATER, Letha L. Atwater, Individually and as Trustee on Behalf of, Atwater Family Partnership, Ltd., Stephen D. Atwater, Jr. Irrevocable Trust, Malaysia Chantel Atwater Irrevocable Trust, Paris Detron Atwater Irrevocable Trust, Diandre Tarell Atwater Irrevocable Trust, Blaine Bishop, Carlos Emmons, Clyde Simmons, CJT96 Holdings, Inc., Al Smith, Plaintiffs-Counter-Defendants-Appellants-Cross-Appellees, Marco Coleman, Ray Crockett, Crocket 39 Family Partners, Ltd., Plaintiffs-Counter-Defendants, v. The NATIONAL FOOTBALL LEAGUE PLAYERS ASSOCIATION, Defendant-Third Party-Plaintiff-Counter-Claimant-Appellee-Cross-Appellant, The National Football League, Defendant-Appellee, Estate of Kirk S. Wright, Third Party-Defendant-Appellee-Cross-Appellee.
• Court: U.S. Court of Appeals — Eleventh Circuit

626 F.3d 1170

Stephen D. ATWATER, Letha L. Atwater, Individually and as Trustee on Behalf of, Atwater Family Partnership, Ltd., Stephen D. Atwater, Jr. Irrevocable Trust, Malaysia Chantel Atwater Irrevocable Trust, Paris Detron Atwater Irrevocable Trust, Diandre Tarell Atwater Irrevocable Trust, Blaine Bishop, Carlos Emmons, Clyde Simmons, CJT96 Holdings, Inc., Al Smith, Plaintiffs-Counter-Defendants-Appellants-Cross-Appellees,Marco Coleman, Ray Crockett, Crocket 39 Family Partners, Ltd., Plaintiffs-Counter-Defendants,

v. The NATIONAL FOOTBALL LEAGUE PLAYERS ASSOCIATION, Defendant-Third Party-Plaintiff-Counter-Claimant-Appellee-Cross-Appellant,The National Football League, Defendant-Appellee,Estate of Kirk S. Wright, Third Party-Defendant-Appellee-Cross-Appellee.

No. 09-12556.

United States Court of Appeals, Eleventh Circuit.

Nov. 23, 2010.

Fidelma L. Fitzpatrick, Motley Rice, LLC, Providence, RI, Marlon Kimpson, Lance V. Oliver, Motley Rice, LLC, Frederick J. Jekel, Jekel-Doolittle, LLC, Mt. Pleasant, SC, for Plaintiffs.

Joshua F. Thorpe, Jason James Cartetr, Bondurant, Mixson & Elmore, Earl W. Gunn, Michael A. Sexton, Weinberg,Wheeler, Hudgins, Gunn & Dial, Atlanta, GA, Leah E. Pogoriler, Gregg H. Levy, Benjamin C. Block, Covington & Burling, Joseph A. Yablonski, Joseph A. Yablonski, P.L.L.C., Washington, DC, for Defendants.

Appeals from the United States District Court for the Northern District of Georgia.

Before TJOFLAT, WILSON and EBEL,^* Circuit Judges.

EBEL, Circuit Judge:

The dispositive question presented by this appeal is whether § 301 of the Labor-Management Relations Act ("LMRA"), 29 U.S.C. § 185, preempts Plaintiffs' state-law claims asserted against the National Football League ("NFL") and the National Football League Players' Association ("NFLPA"). Because Plaintiffs' claims arise from or are substantially dependent upon an interpretation of the terms of a collective bargaining agreement ("CBA"), we conclude those claims are preempted.¹

I. Background

Plaintiffs include several former NFL players, the spouse of one of the players, and several investment entities controlled by them. During 2004 and 2005, Plaintiffs invested approximately $20 million with Kirk Wright and Nelson "Keith" Bond, who along with others operated an investment company, International Management Associates ("IMA"). Unbeknownst to Plaintiffs, Wright was actually conducting a Ponzi scheme through which he stole most of the money Plaintiffs invested with IMA. IMA eventually sought bankruptcy relief. Wright was convicted on a number of federal felony charges and thereafter killed himself.

In this litigation, Plaintiffs sued the NFL and the NFLPA, alleging Plaintiffs would not have invested money with IMA had Defendants given them accurate information about Wright, Bond and IMA. More specifically, Plaintiffs complained that the NFLPA listed Wright and Bond with the NFLPA's Financial Advisors Program without first conducting a proper investigation. As for the NFL, Plaintiffs asserted that several Plaintiffs requested, and the NFL provided, background checks on Wright, Bond and IMA that were inadequate. Based upon these allegations, Plaintiffs invoked the federal courts' diversity jurisdiction, see 28 U.S.C. § 1332, asserting claims against the NFL and NFLPA under Georgia law for negligence, negligent misrepresentation, and breach of fiduciary duty.²

The NFL and the NFLPA argued that § 301 of the LMRA preempted Plaintiffs' state-law claims because these claims arose from, or were substantially dependent upon an interpretation of, the CBA between the NFL's Management Council ("NFLMC") and the NFLPA. According to the NFLPA, its Financial Advisors Program stems directly from the section of the CBA that provides:

Section 12. Career Planning Program: The parties will use best efforts to establish an in-depth, comprehensiveCareer Planning Program. The purpose of the program will be to help players enhance their career in the NFL and make a smooth transition to a second career. The program will also provide information to players on handling their personal finances, it being understood that players shall be solely responsible for their personal finances.

(Doc. 180, ex. 1 at 80 (2002 CBA Art. LV § 12³).) According to the NFLPA, it provides the Financial Advisors Program to its members in an effort to meet the CBA's mandate that the NFLPA provide players with information regarding the handling of their personal finances.

The NFL asserted that it provides background checks on people and companies with whom players and former players are thinking of doing business in an effort to meet its own obligations under the CBA's "Career Planning Program" provision. In addition, the NFL argued that it could not be liable for providing Plaintiffs with any financial information, based upon the CBA's disclaimer that "players shall be solely responsible for their personal finances." ( Id.)

Agreeing with the NFL and NFLPA, the district court held § 301 preempted Plaintiffs' state-law claims and, thus, granted Defendants summary judgment on those claims. Plaintiffs appeal from that decision.⁴

The district court also granted Plaintiffs summary judgment on several counterclaims that the NFLPA asserted against them. The NFLPA cross-appeals from that decision. We have jurisdiction to consider these appeals under 28 U.S.C. § 1291.

II. Standard of review

This court reviews the district court's summary judgment decision de novo, viewing the evidence in the light most favorable to the non-moving party. See Bartholomew v. AGL Res., Inc., 361 F.3d 1333, 1337 (11th Cir.2004). Summary judgment is appropriate "if the pleadings, the discovery and disclosure materials on file, and any affidavits show that there is no genuine issue as to any material fact and that the movant is entitled to judgment as a matter of law."⁵ Fed.R.Civ.P. 56(c)(2).

III. Summary judgment for the NFL and NFLPA on Plaintiffs' state-law claims

A. Preemption under Section 301 generally

In order to insure the uniform interpretation of collective bargaining agreements throughout the nation, § 301(a) completely preempts state-law claims, including state tort claims, that require the interpretation or application of a CBA.⁶ See Lingle v. Norge Div. of Magic Chef, Inc., 486 U.S. 399, 403-06, 108 S.Ct. 1877, 100 L.Ed.2d 410 (1988); Caterpillar Inc. v. Williams, 482 U.S. 386, 388, 392-93, 107 S.Ct. 2425, 96 L.Ed.2d 318 (1987). "Once an area of state law has been completely pre-empted, any claim purportedly based on that pre-empted state law is considered, from its inception, a federal claim, and therefore arises under federal law." ⁷ Caterpillar, 482 U.S. at 393, 107 S.Ct. 2425.

The Supreme Court has applied § 301's complete preemption in several cases, including Lingle, 486 U.S. 399, 108 S.Ct. 1877, 100 L.Ed.2d 410, and Allis-Chalmers, 471 U.S. 202, 105 S.Ct. 1904, 85 L.Ed.2d 206. And the Eleventh Circuit has most recently applied § 301 preemption in Bartholomew, 361 F.3d 1333. This authority directs us, in determining whether § 301 preempts a state-law cause of action, to consider whether the claim arises from a CBA, see Allis-Chalmers, 471 U.S. at 217, 105 S.Ct. 1904, or whether "the resolution of [the] state-law claim depends upon the meaning of a collective-bargaining agreement," Lingle, 486 U.S. at 405-06, 108 S.Ct. 1877.⁸ If the state-lawclaim either arises out of a CBA or is dependent upon the meaning of a CBA, "the application of state law (which might lead to inconsistent results since there could be as many state-law principles as there are States) is pre-empted and federal labor-law principles—necessarily uniform throughout the Nation—must be employed to resolve the dispute." Lingle, 486 U.S. at 406, 108 S.Ct. 1877.

B. Section 301 applies here even though the NFL is not a signatory of the CBA

As a threshold matter, Plaintiffs argue that § 301 cannot preempt their state-law claims against the NFL because the NFL is itself not a signatory to the CBA.⁹ This argument fails for several reasons.

First and foremost, Plaintiffs do not point out, and we cannot find, where they raised this argument before the district court in defense of the NFL's summary judgment motion.¹⁰ Moreover, in their initial brief on appeal, Plaintiffs refer to the fact that the NFL is not a signatory to the CBA in only two ambiguous sentences.¹¹ They do not appear to argue that preemption should not apply to the NFL because it is not a signatory to the CBA until their reply brief and at oral argument. That is too late. For these reasons, we do not address this belated contention. See World Holdings, LLC v. Fed. Republic of Ger., 613 F.3d 1310, 1317 n. 12 (11th Cir.2010) (claim raised for the first time on appeal); Jackson v. Comm'r of Soc. Sec., 601 F.3d 1268, 1274 n. 4 (11th Cir.2010) (claim raised for the first time in a reply brief).

Even if we were inclined to exercise our discretion to address Plaintiffs' belated argument, on the state of the record before us, Plaintiffs' argument appears to lack merit. The copies of the unsigned CBA that the parties included in the record do suggest that the NFL itself was not a formal signatory of the CBA. But that is not dispositive. The relevant question forpreemption purposes is, instead, whether Plaintiffs' state-law claims asserted against the NFL would require the court to apply or interpret the CBA. See Baker v. Farmers Elec. Coop., Inc., 34 F.3d 274, 277, 282-84 (5th Cir.1994) (noting, in holding that § 301 preempted state-law tort claim asserted against employer's manager, that "courts have governed their determinations on ... preemption by the necessity of referring to a CBA for resolution of the claim rather than by the individual status of the defendant [,]" citing cases from the Ninth and Sixth Circuits).¹²

In any event, the record before us indicates that, although not a formal signatory, the NFL is bound by the CBA's terms. The CBA was entered into between the NFLPA, "which is...