Joy Global, Inc., et al v. WI Dept of Workforce

Filing 574

MEMORANDUM ORDER re 565 MOTION to Amend or Add Factual Findings, to Alter or Add to Legal Conclusions, and to Alter or Amend the Judgment filed by Wisconsin Department of Workforce Development is STRICKEN and DENIED. Signed by Judge Leonard P. Stark on 11/22/11. (ntl)

IN THE UNITED STATES DISTRICT COURT
FOR THE DISTRICT OF DELAWARE
InRe:
JOY GLOBAL, INC. f/k/a
HARNISCHFEGER INDUSTRIES, INC.
Debtor.
Civ. No. 01-039-LPS
JOY GLOBAL, INC. f/k/a
HARNISCHFEGER INDUSTRIES, INC.
Plaintiff,

v.
WISCONSIN DEPARTMENT OF
WORKFORCE DEVELOPMENT,
Defendant.
MEMORANDUM ORDER
Pending before the Court is the Motion of the Wisconsin Department of Workforce
Development ("DWD" or "the Department") to Amend or Add to Factual Findings, to Alter or
Add to Legal Conclusions, and to Alter or Amend the Judgment Pursuant to Fed. R. Civ. P. 52(b)
and 59(e) ("Motion" or "Mot."). (D.I. 565) DWD requests extensive revisions to the Court's
post-trial Opinion of September 21,2010 (D.I. 563) (hereinafter, "Opinion" or "Op."), and also
that the Court "enter[] a Judgment in favor of the Department and against Joy Global" (D.I. 565
at 2). Plaintiff, Joy Global, Inc. ("Joy Global"), asks that DWD's Motion be stricken and/or
denied. (D.I. 567) For the reasons set forth below, the Motion is STRICKEN and DENIED.

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I.

Violation of Local Rules
The Court conducted a bench trial on March 1-3, 2010. (D.I. 550-52, hereinafter "Tr.")

Following post-trial briefing, on September 21, 2010 the Court issued an Opinion, containing
Findings ofFact and Conclusions of Law. (D.I. 563) On the same day, the Court entered an
Order granting judgment in favor of Joy Global and against DWD. (!d. at 1)
On October 18, 2010, DWD filed its 37-page Motion. (D.I. 565) The next day, October
19, 2010, DWD added a 29-page brief supporting the Motion. (D.I. 566, hereinafter "Brief')
District of Delaware Local Rule 7 .1.3(a)( 4) states: "No opening or answering brief shall
exceed 20 pages, and no reply brief shall exceed 10 pages, in each instance exclusive of any table
of contents or table of citations." DWD's 29-page Brief, plainly, exceeds the page limit imposed
by the Local Rule. Moreover, DWD's 37-page Motion is, in essence, another brief, which itself
exceeds the Court's page limitations. Together, DWD's 66 pages of briefing constitute a gross
violation of the Court's Local Rules.
At no time prior to filing its Motion or Brief did DWD seek leave to file an over-length
Motion or Brief. 1 DWD's violation of the Court's rules prejudiced Joy Global, which had to
evaluate and respond to more than three times as much argument than would have been
necessary had DWD complied with the Local Rules. DWD's filings also imposed an undue

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0nly after Joy Global filed its Answering Brief, requesting that the Motion and Brief be
stricken for violating the Court's Local Rules (D.I. 567 at 2), did DWD belatedly seek leave to
submit over-length filings or to refile papers that comply with the Local Rules (D.I. 568; D.l. 569
at 1-2). The Court entered an Oral Order stating: "DWD's Motion to Replace Initial Brief Or
Alternatively Allow Page Limits to Be Exceeded (D.I. 568) is DENIED. The Court will consider
DWD's initial29-page overlength brief (D.I. 566) and 37-page motion (D.I. 565) and will
determine, in connection with its review of the merits ofDWD's motion (D.I. 565), whether to
strike DWD's original filings." (D.I. 571) Having now undertaken such analysis, the Court has,
for the reasons stated, decided to strike the Motion and Brief.
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burden on the Court.
Joy Global asks the Court to strike DWD's Motion and Brief. (D.I. 567) Under the
circumstances, such a sanction is both reasonable and appropriate. See D. Del. LR 1.3(a)
("Sanctions may be imposed, at the discretion of the Court, for violations of the Rules, as well as
for violations of the Fed. R. Civ. P. and any order of the Court. Such sanctions may include, but
are not limited to, costs, fines and attorneys' fees imposed on the offending party and that party's
attorney."); D. Del. LR 1.3(b) ("Likewise, failure of counsel to comply with the Rules relating to
motions may result in the determination of the motion against the offending party.").
Accordingly, the Court STRIKES DWD's Motion and Brief.

II.

Fed. R. Civ. Proc. 52(b) and 59(e)
Although DWD's Motion and Brief are STRICKEN, the Court will- just as it did in the

Opinion (Op. at 39 n.4)- reach the other issues raised by the parties. Having undertaken the
necessary analysis, the Court concludes that all ofthe relief requested by DWD is DENIED.
DWD's Motion is brought pursuant to Federal Rules of Civil Procedure 52(b) and 59(e).
Rule 52(b) provides: "[ o ]n a party's motion filed no later than 28 days after the entry of
judgment, the court may amend its findings - or make additional findings - and may amend the
judgment accordingly. The motion may accompany a motion for a new trial under Rule 59." In
tum, Rule 59(e) provides: "[a] motion to alter or amend a judgment must be filed no later than 28
days after the entry ofthe judgment."
"The purpose of a Rule 52(b) motion is to correct manifest errors of law or fact or, in
some limited situations, to present newly discovered evidence." Power Integrations, Inc. v.
Fairchild Semiconductor Intern., Inc., 762 F. Supp.2d 710, 717 (D. Del. 2011) (internal

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quotation marks omitted). "[S]everal courts have [also] noted that the standard for a 52(b)
motion is identical to the standard for a 59(e) motion to alter a judgment." See id. at 717 n.4. "A
proper Rule 59(e) motion ... must rely on one of three grounds: (1) an intervening change in
controlling law; (2) the availability of new evidence; or (3) the need to correct clear error of law
or prevent manifest injustice." Lazaridis v. Wehmer, 591 F.3d 666, 669 (3d Cir. 201 0).
"A motion for reconsideration is not properly grounded on a request that a court rethink a
decision already made." Lazaridis v. Wehmer, 2009 WL 5227659, at *1 (D. Del. Jan. 14, 2009).
"[R]eargument and reconsideration requests are not a substitute for an appeal from a final
judgment." Brambles USA, Inc. v. Blocker, 735 F. Supp. 1239, 1240 (D. Del. 1990) (internal
quotation marks omitted). Moreover, the availability of such motions is not intended "to allow
for endless debate between the parties and the Court." !d. (internal quotation marks omitted).
Here, DWD fails to satisfy the standards for relief under either Rule 52(b) or Rule 59(e).
DWD does not identify any manifest or clear errors of law or fact, newly discovered evidence, an
intervening change in controlling law, or any need to prevent manifest injustice.
Instead, DWD essentially seeks to rewrite the Court's Opinion, specifically seeking
alteration of as many as 20 of the Court's 108 Findings of Fact ("FF") 2 and reversal of several of
the Court's Conclusions of Law. In almost all instances, DWD's arguments amount to a rehash
of its previous arguments already rejected by the Court.

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DWD is not always consistent in identifying the specific Findings of Fact it seeks to
amend. Compare D.l. 565 at 2 (identifying FF 27, 28, 29, 30, 38, 40, 48, 52, 55, 57, 63, 67, 71,
72, 73, 74, 77, 83, 91) with id. at 12 (identifying FF 29, 30, 38, 40, 48, 52, 55, 57, 63, 67, 71, 72,
73, 74, 77, 83, 91, which adds FF 66 to prior list but omits FF 27 and 28) and id. at 12-35
(providing narrative argument regarding amendment ofFF 29, 30, 38, 40, 48, 52, 55, 57, 63, 66,
67, 71, 72, 73, 74, 77, 81, and 91).

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In many instances, DWD directly challenges the Court's credibility findings and decisions
as to the reasonable inferences that may be drawn from the evidence presented at trial. See, e.g.,
D.l. 565 at 16 (faulting Court for making finding based on Readinger's perception, as "that
perception is ill-based," given what DWD views as "Readinger's lack of knowledge"); id. at 20
(arguing that Committee was "fla]r more likely referencing" other major contracts rather than
severance contracts); id. at 23 (faulting Court, with respect to FF 63, for relying on testimony that
purportedly "is demonstrably false"); id. at 26 (noting "the numerous reasons to disbelieve all of
his [Chokey's] testimony"); id. at 28 (stating that "[t]here is no basis, anywhere in the record for
either the first or second sentence of FF 73. Even if there were, those findings would [be]
overwhelmingly outweighed by the contrary evidence in the record.").
In some places, the Motion admits that the Court had an evidentiary basis for its findings
and conclusions, but still asks that the Court look again at the very same evidence and come to a
completely different result. See, e.g., D.l. 565 at 33 (contending, with respect to FF 91, "no
evidence -other than the second-hand statements that Readinger heard from Hamischfeger
through Dangremond - suggest that the Committee ever actually wanted Beloit to stop paying
severance, much less that it expressed any such viewpoint to the Debtors") (emphasis added); see

also id. at 34-35 (repeating "[n]o evidence- other than" phrase three more times); D.l. 565 at 32
("The second sentence of FF 81 reflects what Winkleman testified to, but the overwhelming
record evidence is to the contrary.").
Throughout its Motion, DWD also complains of the Court's word choice, and proposes to
add or delete phrases, sentences, and even paragraphs to or from the Court's Opinion. See, e.g.,
D.l. 565 at 12 (identifying certain "language that should [be] added through underlining (e.g.,

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language to add) and language that should be omitted through strikeouts (e.g., langnage to
omit)"); id. at 15 (suggesting Court omit sentence from Opinion because it is "irrelevant," and its
inclusion wrongly "conveys that it has relevance"); id. at 16 (complaining of second sentence of
FF 40 "[a]s worded"); id. at 21 (stating in FF 55 "[a] sentence should be added, between the
second and third sentences"); id. at 22 (arguing that "second and third sentences ofFF 63 should
be omitted"); id. at 25 ("FF 71 should be amended to insert between the first and second
sentences, the following [five new sentences].").
In its Brief, DWD reveals the thinking behind its Motion: "[t]he Department submits that
the Opinion is a potentially excellent product that is in need of a rewrite- and a new ending."
(D.I. 566 at 1) However, "this Court's opinions are not intended as mere first drafts, subject to
revision and reconsideration at a litigant's pleasure." Brambles, 735 F. Supp. at 1240 (internal
quotation marks omitted). After presiding over trial, and considering the detailed post-trial
briefs, the Court issued its 62-page Opinion, containing its Findings of Fact and Conclusions of
Law. The Court issued the Opinion the Court felt was warranted by the evidence and the law.
DWD has an opportunity to pursue appellate review. DWD's hope to rewrite the Opinion,
however, is not a proper basis for relief.
It is not necessary to dissect each of the specific contentions made in DWD's lengthy

Motion and Brief. Having reviewed each of them, the Court concludes that none constitute a
meritorious basis for relief under either Rule 52(b) or Rule 59(e). Accordingly, again, the
Motion is DENIED.

III.

Intent

DWD moves for alteration or amendment of the Court's Conclusions of Law regarding

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"whether the Department proved the intent element." (D.I. 565 at 2) DWD argues: "the intent
element could be proven through two alternate methods, one involving purpose and the other
involving predictability. This Motion focuses on the second alternate method." (!d. at 3) The
bulk ofDWD's Brief is devoted to this argument. (D.I. 566 at 13-24) In DWD's view,
"[r]egardless of whether the Department proved the intent element through the first alternate
method, the preponderance of the evidence established as a matter of law that it was certain or
reasonably certain that Hamischfeger' s actions, through Dangremond, would interfere with the
severance contracts between Beloit Corporation and the former Beloit workers whose claims are
pursued by the Department." (!d. at 22)
As Joy Global points out (D.I. 567 at 1), under Wisconsin law- pursuant to what DWD
now calls the "predictability" theory - a party may prove intent when it is apparent at the outset
that the alleged tortfeasor acted with the intention to interfere with the prospective contract or
acted in such a fashion and for such purpose that he knew that the interference was certain, or
substantially certain, to occur. See Foseid v. State Bank of Cross Plains, 197 Wis. 2d 772, 790
n.11 (Wise. Ct. App. 1995).
The Opinion demonstrates that the Court recognized and considered DWD's
"predictability" theory of intent. For instance, in describing the "Legal Standard for Tortious
Interference," the Court stated: "[l]iability will be found only when the actor knew that the

interference was certain, or substantially certain, to occur." (Op. at 36) (internal quotation
marks omitted; emphasis added) Also, Plaintiff"must prove that (defendant)'s prime purpose
was to interfere with the contractual relationship (plaintiff) had with (3rd party) or (defendant)

knew or should have known that such interference was substantially certain to occur as a
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result of the conduct." (!d. at 36-37) (internal quotation marks omitted; emphasis added) "To
demonstrate such intentionality, the record must show that Hamischfeger either had as its 'prime
purpose' the interference with the former Beloit employees' right to severance or knew that

interference with the Beloit employees' severance rights was substantially certain to occur as a
result of Harnischfeger's conduct." (!d. at 45) (emphasis added) Elsewhere, the Opinion
concluded: "In the end, DWD simply has not proven that the 'prime purpose' ofHamischfeger's
communication to Beloit through Dangremond was to interfere with the Beloit employees'
contractual rights to severance. Nor has D WD proven that Harnischfeger knew or should have

known that it was substantially certain that Beloit would change its severance policies in
response to Harnischfeger's communication to Beloit." (!d. at 50) (emphasis added)
The essence ofDWD's argument is as follows: "when Dangremond told Readinger that
the Committee wanted Beloit to eliminate severance, it was certain or reasonably certain that this
initial contact would interfere with the contractual rights of the former workers whose rights are
pursued by the Department." (D.I. 565 at 4) In this way, DWD's "predictability" theory of intent
is merely a rehash of the argument DWD presented at trial and in its post-trial briefs. The Court
finds no proper basis to reconsider the findings and conclusions contained in the Opinion. Thus,
DWD's Motion is DENIED.

IV.

Scope of Interference
DWD moves for alteration or amendment ofthe Court's Conclusions of Law "regarding

the scope ofHarnischfeger's interference." (Id. at 2) Specifically, DWD complains that the
Court made "the erroneous legal assumption ... that interference by Hamischfeger was restricted
to the initial contact by Dangremond." (!d. at 7) In other words, the Court "erred as a matter of

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law ... in determining that Harnischfeger's interference was restricted to the initial contact that
Dangremond made with Readinger - telling him that the Creditor's Committee wanted Beloit to
eliminate severance." (D.I. 566 at 10)
The Court found that DWD met its burden in proving the essential element of
interference. See Op. at 40-44. Even had the Court found a more extensive scope of interference
by Harnischfeger, this would not have altered the Court's determination that DWD failed to
prove the separate essential element of intent. In short, DWD's contention regarding the scope of
interference provides no basis for the relief it seeks. Accordingly, again, DWD's Motion is
DENIED.

V.

Financial Interest Privile~:e
DWD moves for alteration or amendment of the Court's Conclusions of Law regarding

"whether Joy Global proved its financial interest privilege." (D.I. 565 at 2) According to DWD,
"the determination that Joy Global proved its financial interest privilege defense resulted from
manifest errors oflaw." (Jd. at 8) DWD finds "a complete absence of proof by Joy Global about
why Harnischfeger, through Dangremond, interfered with the severance contracts between Beloit
and the former workers represented by the Department." (!d. at 10-11)
Joy Global responds that the fact that the "alleged interference enhanced Beloit's valuei.e., the value of the asset Hamischfeger owned- demonstrates the absence of any basis to
DWD's argument that Hamischfeger's alleged interference 'did not further [Hamischfeger's]
economic interest in Beloit's assets."' (D.I. 567 at 11) (quoting D.I. 566 at 25) The Court agrees
with Joy Global that "Hamischfeger had an undisputable economic interest in its subsidiary
[Beloit], and its purported interference enhanced the value of an asset it owned (Beloit) and

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furthered Harnischfeger' s legal interest to ensure that its subsidiary received accurate information
about what the Committee wanted." (D.I. 567 at 2)
The Court finds no proper basis for DWD's requested relief with regard to the Court's
Findings of Fact and Conclusions of Law regarding the financial interest privilege. Therefore,
again, DWD's Motion is DENIED. 3

VI.

Evidentiary Objections
Finally, DWD contends "it was a manifest error of law to conclude that the Department

had waived its evidentiary objections." (D.I. 565 at 1; see also id. at 23 ("Manifest errors oflaw
and fact were committed in determining that the Department had waived all evidentiary
objections .... ")) This outcome "resulted from an abuse of discretion in how the court
structured resolution of the objections it had allowed to accumulate." (!d. at 23; see also D.I. 566
at 3 ("Given the mountain of objections that the court allowed to accumulate without resolution,
the manner in which the court structured resolution of those objections constituted an abuse of
discretion.") )4
For the reasons stated in the Opinion, the Court reiterates its conclusion that "all
evidentiary objections not previously ruled upon have been waived by the parties due to their
failure to brief such objections in their post-trial briefs. . . . At no point in the post-trial briefing

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To the extent Joy Global is seeking reconsideration of the Court's finding with respect to
the timeliness of Joy Global's assertion of a truthful information privilege (see D.I. 567 at 12 n.2)
-and the Court does not believe Joy Global is seeking such reconsideration- that request is
denied.
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0n November 15, 2011, DWD submitted a letter, citing this Court's opinion in Research
Foundation ofState University ofNew York v. Mylan Pharmaceuticals Inc., 2011 WL 3796288
(D. Del. Aug. 26, 2011), as further support for its evidentiary arguments. (D.I. 573)
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did either DWD or Joy Global do what was required to maintain its evidentiary objections." Op.
at 1, 3. With respect to DWD's new argument that the Court's procedure for dealing with
objections constituted an abuse of discretion, the Court disagrees.
DWD further contends that, even if its objections were waived, it was plain error to rely
on the challenged portions of Hiltz's deposition testimony. (D.I. 566 at 6-8) Again, the Court
disagrees. The Court would reach the same Findings of Fact and Conclusions of Law even if the
objected to portions of the Hiltz deposition were not part of the record. There is other evidence
to the same effect as the objected to portions of the Hiltz deposition. 5 Sustaining DWD's
objections to the Hiltz deposition would not alter the balance of the evidence on any material
point. Again, then, DWD's Motion is DENIED.
CONCLUSION

Accordingly, for the reasons stated above, DWD's Motion (D.I. 565) is STRICKEN and
DENIED.

November 22, 2011
Wilmington, Delaware

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0ther evidence supporting the points on which the Court cited Hiltz is contained in the
Opinion. (See FF 62 (stating Carol Ann Mohr, 21-year Hamischfeger employee with
responsibility for benefits, testified Hamischfeger "had no jurisdiction over [Beloit's severance]
plan," which "was strictly handled at the Beloit Corporation level"); FF 63 (stating Ross Altman,
Beloit's General Counsel, never observed Hamischfeger direct Beloit's corporate activities)); Op.
at 52 (describing Chokey's trial testimony that Committee, not Hamischfeger, was entity
pressuring Beloit about its severance, and that Beloit operated generally with high degree of
corporate independence from Hamischfeger); Op. at 53 (describing Mohr deposition testimony);
see also D.l. 567 at 1) The supplemental nature of the Hiltz testimony to which the Court cited is
reflected in the Court's use of phrases such as "Similarly" (Op. at 53) and "See, e.g.," (Op. at 46)
in several of the portions of the Opinion to which DWD objects.
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