Deschamps v. Bridgestone Ams., Inc.

• Decision Date: 09 September 2015
• Docket Number: Civil No. 3:12–cv–86.
• Citation: 169 F.Supp.3d 735
• Parties: Andre DESCHAMPS, Plaintiff, v. BRIDGESTONE AMERICAS, INC. SALARIED EMPLOYEES RETIREMENT PLAN, et al., Defendants.
• Court: U.S. District Court — Middle District of Tennessee

169 F.Supp.3d 735

Andre DESCHAMPS, Plaintiff,

v.BRIDGESTONE AMERICAS, INC. SALARIED EMPLOYEES RETIREMENT PLAN, et al., Defendants.

Civil No. 3:12–cv–86.

United States District Court, M.D. Tennessee, Nashville Division.

Signed Sept. 9, 2015.

Karla M. Campbell, R. Jan Jennings, Branstetter, Stranch & Jennings, Nashville, TN, for Plaintiff.

Robert Earl Boston, John E. B. Gerth, Waller, Lansden, Dortch & Davis, LLP, Nashville, TN, for Defendants.

MEMORANDUM

KEVIN H. SHARP, District Judge.

Pending before the Court are cross-motions for summary judgment. Plaintiff Andre Deschamps filed a motion concerning his claims under the Employee Retirement Income Security Act of 1974 (ERISA), 29 U.S.C. § 1001, et seq., and North Carolina state law. (Docket Nos. 58, 59, 60.) Defendants Bridgestone Americas, Inc., et al., did the same. (Docket Nos. 66, 67, 68.) Both parties move for summary judgment on all of Plaintiff's claims.

For the reasons stated, the Court will GRANT Plaintiff's motion with respect to his claims for equitable estoppel, breach of fiduciary duty, and violation of ERISA's “anti-cutback” provision. The Court will DENY Plaintiff's motion on the claims for contract reformation and the claims brought under North Carolina state law.

The Court will DENY Defendants' summary-judgment motion on Plaintiff's claims for equitable estoppel, breach of fiduciary duty, and violation of ERISA's “anti-cutback” provision. The Court will GRANT Defendants' motion on the claims for contract reformation and the claims brought under North Carolina state law.

BACKGROUND

This is a dispute over the dates used to calculate Plaintiff Andre Deschamps's pension benefits under Bridgestone's retirement plan (“Plan”). The Court offers some background information to help explain how the case arose.

The following facts are undisputed. On August 8, 1983, Plaintiff became an employee of Firestone. He first worked as a maintenance manager at Firestone's tire plant in Joliette, Quebec. Within two years, he was promoted to Chief Engineer at the Joliette plant. When Bridgestone acquired Firestone in May 1988, the Joliette plant became a Bridgestone facility.

In 1993, Plaintiff began to discuss transferring to another Bridgestone plant in Wilson, North Carolina. He soon traveled to Wilson to interview for a position as Plant Engineer and met with several managers at the plant: George Ruccio (Plant Manager), Charles Russell (Human Resources Manager), Thomas Berg (Director of Manufacturing), and Wayne Hunter (Plant Controller).

During the interview, Plaintiff told the Wilson representatives that he was concerned about losing pension credit for his ten years of service in Joliette. He said that his decision to transfer would probably depend on whether he retained credit for his years at the Joliette plant. After the interview, the Wilson managers discussed Plaintiff's candidacy, including his pension requirement, internally. Russell also discussed the offer with Robert Conger, a Bridgestone employee in the corporate Pension Department.

Ruccio ultimately offered Plaintiff the job. As part of the offer, Ruccio promised that, under the Plan, Plaintiff would be given pension credit back to his original hire date of August 8, 1983. Plaintiff accepted the offer and began working at the Wilson plant on August 1, 1993.

After starting work at the Wilson plant, Plaintiff received periodic written and electronic materials from the Plan about his retirement benefits. These materials all listed an employment-start date of August 8, 1983. Bridgestone's online calculator program—a software platform used to help participants calculate retirement benefits under the Plan—also showed that Plaintiff's employment-start date was August 8, 1983.

Twice—in 2000 and 2003—Continental Tires offered Plaintiff a job as Plant Engineer. The position paid more, in terms of annual salary and bonuses, than Plaintiff's job with Bridgestone. But Plaintiff turned down Continental's offers. The “determinative factor” for turning down the jobs, Plaintiff says, was the higher pension that Bridgestone would provide based on an employment-start date of 1983. (Docket No. 54, p. 7.)

For the next six years after turning down Continental's offer, Plaintiff regularly calculated his accrued benefits under the Plan using Bridgestone's benefit statements and the Calculator Program. Each time he did, the readouts showed that his employment-start date was August 8, 1983.

In July 2010, while using the Calculator Program, Plaintiff discovered that his employment-start date had been changed to August 1, 1993—the day that he began work at the Wilson plant. Plaintiff asked Bridgestone managers about the change. Bill Phillips, Vice President of Labor Relations and Benefits, told Plaintiff that the change was a mistake. He then told Plaintiff that he could appeal the change with the Bridgestone Pension Board. Plaintiff filed his appeal with the Pension Board on September 30, 2010.

In November 2010, the Pension Board upheld the change of Plaintiff's employment-start date. In its opinion, the Board concluded that the Plan's text defined “Covered Employee” as “a United States salaried Employee.” (Docket No. 38, Ex. 6.) The Board reasoned that, because Plaintiff was not a “United States salaried Employee” under the Plan until he transferred to North Carolina, he was not covered by the Plan until he began work at the Wilson plant on August 1, 1993. Plaintiff filed a second appeal, which the Board again denied.

This action followed.

LEGAL STANDARD

To obtain summary judgment, a party must establish that there are no genuine issues of material fact and that the party is entitled to judgment as a matter of law. See Fed.R.Civ.P. 56(c) ; Covington v. Knox Cnty. Sch. Sys., 205 F.3d 912, 914 (6th Cir.2000). A genuine issue exists “if the evidence is such that a reasonable jury could return a verdict for the nonmoving party.” Anderson v. Liberty Lobby, 477 U.S. 242, 248, 106 S.Ct. 2505, 91 L.Ed.2d 202 (1986). The Court must construe the evidence in the light most favorable to the nonmoving party, drawing all justifiable inferences in his or her favor. See Matsushita Elec. Indus. Co. v. Zenith Radio Corp., 475 U.S. 574, 587, 106 S.Ct. 1348, 89 L.Ed.2d 538 (1986). But the nonmoving party must rely on more than “[c]onclusory assertions, supported only be Plaintiff's own opinions.” Arendale v. City of Memphis, 519 F.3d 587, 605 (6th Cir.2008). Rather, the nonmovant must “set out specific facts showing a genuine issue for trial.” Harvey v. Campbell Cnty., Tenn., 453 Fed.Appx. 557, 561 (6th Cir.2011). The standard of review for cross-motions for summary judgment is the same as the standard for a motion filed by only one party. Ferro Corp. v. Cookson Grp., PLC, 585 F.3d 946, 949 (6th Cir.2009).

ANALYSIS

I. ERISA Equitable Estoppel

Both parties move for summary judgment on Plaintiff's equitable estoppel claim. The core of that claim is straightforward: Bridgestone's employees and managers promised that the Plan would count, for pension calculation purposes, Plaintiff's years of service at the Joliette plant. Or, as Plaintiff puts it, “Defendants promised [Plaintiff] a benefit, he relied on that promise, and now Defendants have reneged on that promise to his undeniable detriment.” (Docket No. 60, p. 8.)

The Sixth Circuit has recognized that “equitable estoppel [is] a viable theory in ERISA cases.” Sprague v. Gen. Motors Corp., 133 F.3d 388, 403–04 n. 12 (6th Cir.1998). To be entitled to equitable estoppel under ERISA, Plaintiff must prove the following elements:

(1) conduct or language amounting to a misrepresentation of material fact;

(2) awareness of the true facts by Bridgestone;

(3) an intention on the part of Bridgestone that the representation be acted on, or conduct that led Plaintiff to believe that his reliance was so intended;

(4) unawareness of the true facts by Plaintiff; and

(5) detrimental and justifiable reliance by Plaintiff on the representation.

See Bloemker v. Laborers' Local 265 Pension Fund, 605 F.3d 436, 442 (6th Cir.2010).

A. Ambiguity

As a threshold matter, the Court must determine whether the Plan's terms were ambiguous. See Sprague, 133 F.3d at 404 (“[Equitable estoppel] cannot be applied to vary the terms of ... unambiguous plan documents.”). If the Plan's terms were ambiguous, Plaintiff needs only to prove the traditional equitable-estoppel elements. Id. But unambiguous terms would mean a heightened standard for Plaintiff's equitable-estoppel claim. Specifically, he would have to show three additional elements: (1) a written representation; (2) plan provisions that prohibit individual calculation of benefits; and (3) extraordinary circumstances in which the balance of equities strongly favors the application of estoppel. Bloemker, 605 F.3d at 444. Whether the language of an ERISA plan is ambiguous is “an objective inquiry.” Crawford v. Pace Indus. Union–Mgmt. Pension Fund, 2014 WL 509475, at *5 (Feb. 7, 2014) (quoting Smiljanich v. Gen. Motors Corp., 302 Fed.Appx. 443, 448 (6th Cir.2008) ).

Defendants argue that the “applicable language in the Plan unambiguously states that a ‘covered employee’ under the Plan is an employee who is ‘classified by the Employer as a United States salaried Employee.’ ” (Docket No. 67, p. 14.) In response, Plaintiff points out that Defendants' definition of “covered employee” is incomplete. Plaintiff notes that the Plan's definition consists of several other subparts, many of which “contain a number of undefined terms.” (Docket No. 73, p. 8.) Plaintiff also argues that the Plan includes other provisions that “would not lead a reader to conclude that 1983 was, in fact, an incorrect ERISA date.” Id.

The Court agrees with Plaintiff. The Plan's terms are simply too ambiguous to provide sufficient guidance for an employee. This is especially true for present purposes, where clear definitions of “Covered Employee” or “Commencement of Participation” could be dispositive of the entire case.

Both of those...