Barton et al v. Constellium Rolled Products-Ravenswood, LLC et al

Filing 104

MEMORANDUM OPINION & ORDER granting defendants' 92 MOTION for Summary Judgment; denying plaintiffs' 94 SECOND MOTION for Summary Judgment as to Defendants' Liability; directing that this case is dismissed and stricken from the docket. Signed by Judge Joseph R. Goodwin on 1/4/2016. (cc: counsel of record; any unrepresented party) (tmh)

IN THE UNITED STATES DISTRICT COURT
FOR THE SOUTHERN DISTRICT OF WEST VIRGINIA
CHARLESTON DIVISION
RONALD BARTON, et al.,
Plaintiffs,
v.

CIVIL ACTION NO. 2:13-cv-03127

CONSTELLIUM ROLLED
PRODUCTS-RAVENSWOOD, LLC, et al.,
Defendants.
MEMORANDUM OPINION & ORDER
Pending before the court are the plaintiffs’ Motion for Summary Judgment
[ECF No. 94] and the defendants’ Motion for Summary Judgment [ECF No. 92].
Briefing on these motions is now complete. See Defs.’ Resp. Pls.’ Mot. Summ. J. [ECF
No. 96]; Pls.’ Resp. Defs.’ Mot. Summ. J. [ECF No. 98]; Def.s’ Reply Supp. Def.’s Mot.
Summ. J. [ECF No. 100]; Pls.’ Reply Supp. Pls.’ Mot. Summ. J. [ECF No. 99] (“Pls.’
Reply”).
This case concerns both individual and class claims. Ronald Barton, Neil Knox,
Elijah Morris, Wayne Morris, and John Tabor (collectively “Class Representatives”)
pursue individual claims, alleging violations of the Employee Retirement Income
Security Act (“ERISA”). The Class Representatives, on behalf of two subclasses 1

Together, the subclasses have more than 1700 members. The first subclass has approximately 750
members and is defined as follows:
1

(collectively “retirees”) also pursue class claims, alleging violations of the Labor
Management Relations Act (“LMRA”).2 Both the individual and class claims turn on
whether the retirees had a vested right to retiree health benefits.
I.

Background
The retirees once worked at the aluminum fabrication plant in Ravenswood,

West Virginia, that is currently owned and operated by Constellium. During their
employment, the retirees were represented by the United Steelworkers (“Union”).
The Union negotiated a series of collective bargaining agreements 3 (“CBA”) with

All former hourly, union-represented employees who retired from the aluminum
fabrication plant in Ravenswood, West Virginia (the “Plant”) prior to January 1, 2003,
who were receiving or were eligible to receive retiree health benefits from Constellium
as of December 31, 2012[,] under the Retired Employees’ Group Benefit Plan (“Plan”)
and who are subject to the average annual benefit caps of $13,007 for pre-65
participants and $5,764 for participants age 65 and older, as well as the spouses,
surviving spouses, and dependents of those retired former employees who also claim a
right to benefits under the Plan. Excluded from this class are retired former employees
who elected to receive the early retirement package offered in 2002.
Am. Compl. ¶ 36 [ECF No. 36]. The second subclass has approximately 980 members and is defined
as follows:
All former hourly, union-represented employees who retired from the Plant prior to
September 17, 2012, who were receiving or were eligible to receive retiree health
benefits from Constellium as of December 31, 2012[,] under the Plan, and who are
subject to the Medicare Part B subsidy “cap” that limits Medicare Part B
reimbursements to the 2012 level of $99.90 per participant per month, as well as the
spouses, surviving spouses, and dependents of those retired former employees who also
claim a right to benefits under the Plan.

Id.
2

United Steelworkers is also a plaintiff in this action.

Defs.’ Initial Mot. Summ. J. Ex. 5 [ECF No. 47-5] (“1988 CBA”); Defs.’ Initial Mot. Summ. J. Ex. 6
[ECF No. 47-6] (“1992 CBA”); Defs.’ Initial Mot. Summ. J. Ex. 7 [ECF No. 47-7] (“1994 CBA”); Defs.’
Initial Mot. Summ. J. Ex. 8 [ECF No. 47-8] (“1999 CBA”); Defs.’ Initial Mot. Summ. J. Ex. 9 [ECF No.
47-9] (“2002 CBA”); Defs.’ Initial Mot. Summ. J. Ex. 10 [ECF No. 47-10] (“2005 CBA”); Defs.’ Initial
Mot. Summ. J. Ex. 11 [ECF No. 47-11] (“2010 CBA”).
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Constellium’s predecessors governing the terms and conditions of hourly
employment. The retirees retired during the operative term of one of these CBAs and
while covered by one of the summary plan descriptions (“SPD”) issued in accord with
each operative CBA.4
All of the relevant CBAs and SPDs provide retiree health benefits for the term
of the operative CBA. In each CBA, Article 15 includes a durational clause—
emphasized below—limiting retiree benefits to the term of the agreement:
The group insurance benefits shall be set forth in booklets entitled
Employees’ Group Insurance Program and Retired Employees’ Group
Insurance Program, and such booklets are incorporated herein and
made a part of this . . . Labor Agreement by such reference.
. . . It is understood that this Agreement with respect to insurance
benefits is an agreement on the basis of benefits and that the benefits
shall become effective on [the effective date of the CBA], except as
otherwise provided in the applicable booklet, and further that such
benefits shall remain in effect for the term of this . . . Labor Agreement.
1992 CBA, at 4 (emphasis added); accord 1988 CBA, at 4 (nearly identical language);
1994 CBA, at 4 (identical language); 1999 CBA, at 4 (identical language); 2002 CBA,
at 4–5 (identical language); 2005 CBA, at 3 (identical language); 2010 CBA, at 3
(identical language). Each SPD also includes a durational clause—emphasized
below—imposing the same limitations on retiree benefits:
It is understood that this agreement with respect to benefits is an
agreement on the basis of benefits and that the revised benefits shall
Defs.’ Initial Mot. Summ. J. Ex. 15 [ECF No. 47-15] (“1985 SPD”); Defs.’ Initial Mot. Summ. J. Ex.
16 [ECF No. 47-16] (“1990 SPD”); Defs.’ Initial Mot. Summ. J. Ex. 17 [ECF No. 47-17] (“1992 SPD”);
Defs.’ Initial Mot. Summ. J. Ex. 18 [ECF No. 47-18] (“1995 SPD”); Defs.’ Initial Mot. Summ. J. Ex. 19
[ECF No. 47-19] (“2005 SPD”).
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become effective on [the effective date of the relevant CBA], except as
otherwise provided herein, and further that such benefits shall remain
in effect for the term of the Labor Agreement.
1992 SPD, at 43 (emphasis added); accord 1985 SPD, at 70 (nearly identical
language); 1990 SPD, at 58 (similar language); 1995 SPD, at 49 (identical language);
2005 SPD, at 72 (similar language). The 2005 SPD further provides that “[n]o benefit
described in this booklet is vested.” 2005 SPD, at 72.
In 2012, Constellium announced that it would unilaterally modify the retiree
health benefits. Effective January 1, 2013, Constellium “extend[ed] the annual
contribution caps to pre-2003 retirees” and “fr[oze] the amount [it] reimbursed postage-65 retirees for their Medicare Part B premiums.” Mem. Supp. Defs.’ Mot. Summ.
J. 5 [ECF No. 93]. Shortly after these modification took effect—on February 20,
2013—the individual plaintiffs instituted this class action, filing the Complaint [ECF
No. 1].
On March 3, 2014, the individual plaintiffs filed the Amended Complaint,
which is the operative pleading. The Amended Complaint alleges that Constellium’s
unilateral modifications of retiree health benefits contravened the applicable CBAs
in of violation section 301 of the LMRA, 29 U.S.C. § 185, and section 502(a)(1)(B) of
ERISA, 29 U.S.C. § 1132(a)(1)(B). Am. Compl. ¶¶ 46–51.
Thereafter, both parties moved for summary judgment. Pls.’ Initial Mot.
Summ. J. [ECF No. 42]; Defs.’ Initial Mot. Summ. J. [ECF No. 47]. But the court
stayed this case pending a ruling in Dewhurst v. Century Aluminum Co., a related
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case before United States District Judge John T. Copenhaver Jr. Ord., Aug. 12, 2014
[ECF No. 81]. The court later reaffirmed the stay and denied the initial motions for
summary judgment. Ord., Feb. 27, 2015 [ECF No. 85]. Judge Copenhaver entered
judgment in favor of the Dewhurst defendants on September 9, 2015. Dewhurst v.

Century Aluminum Co., No. 2:09-cv-01546, 2015 WL 5304616 (S.D. W. Va. Sept. 9,
2015). Five days later, the court lifted its stay of this case. Ord., Sept. 14, 2015 [ECF
No. 86]. After the court lifted the stay, the parties filed the instant motions for
summary judgment.
II.

Standard of Review
Summary judgment will be granted if the moving party “shows that there is no

genuine dispute as to any material fact and the movant is entitled to judgment as a
matter of law.” Fed. R. Civ. P. 56(a). When considering a motion for summary
judgment, the court does not “weigh the evidence and determine the truth of the
matter.” Anderson v. Liberty Lobby, Inc., 477 U.S. 242, 249 (1986). Instead, the court
draws any permissible inferences from the underlying facts in the light most
favorable to the nonmoving party. Matsushita Elec. Indus. Co. v. Zenith Radio Corp.,
475 U.S. 574, 587–88 (1986).
Although the court will view all underlying facts and inferences in the light
most favorable to the nonmoving party, the nonmoving party must offer some
“concrete evidence from which a reasonable juror could return a verdict in his [or her]
favor.” Anderson, 477 U.S. at 256. Summary judgment is appropriate, “after adequate
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time for discovery and upon motion, against a party who fails to make a sufficient
showing to establish the existence of an element essential to that party’s case, and on
which that party will bear the burden at trial.” Celotex Corp. v. Catrett, 477 U.S. 317,
322 (1986). The nonmoving party must satisfy this burden of proof by offering more
than a mere “scintilla of evidence” in support of his or her position. Anderson, 477
U.S. at 252. Conclusory allegations, baseless speculations, and inferences built upon
inferences will not preclude summary judgment. Dash v. Mayweather, 731 F.3d 303,
311 (4th Cir. 2013).
III.

Analysis

The plaintiffs assert two claims, and both claims turn on whether retiree
benefits were vested. Mem. Supp. Pls.’ Mot. Summ. J. 3 [ECF No. 95] (arguing, in
relation to the LMRA cause of action, that the CBAs “show that [the parties] intended
that benefits last throughout retirement”); id. (arguing, in relation to the ERISA
cause of action, that the Employees’ Group Insurance Program “and [its] governing
documents grant retiree benefits that may not be reduced or terminated during
retirement”). Resolution of this case requires resolution of a single issue: whether the
retirees had a vested right to retiree health benefits.
Collective bargaining agreements are interpreted “according to ordinary
principles of contact law, at least when those principles are not inconsistent with
federal labor policy.” M & G Polymers USA, LLC v. Tackett, 135 S. Ct. 926, 933
(2015). As a result, the intent of the parties controls, and “[w]here the words of a

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contract in writing are clear and unambiguous, its meaning is to be ascertained in
accordance with its plainly expressed intent.” Id. (quoting 11 Richard A. Lord,
Williston on Contracts § 30:6 (4th ed. 2012)); see also Dist. 29, United Mine Workers

of Am. v. Royal Coal Co., 768 F.2d 588, 590 (4th Cir. 1985) (“Whether an employer’s
obligation to provide benefits to its retirees continues beyond the expiration of the
underlying collective bargaining agreement depends upon the intent of the parties.”).
As a result, extrinsic evidence cannot usurp the plain meaning of a clear and
unambiguous written agreement. M & G Polymers, 135 S. Ct. at 938 (Ginsburg, J.,
concurring) (“When the intent of the parties is unambiguously expressed in the
contract, that expression controls, and the court’s inquiry should proceed no further.
But when the contract is ambiguous, a court may consider extrinsic evidence to
determine the intentions of the parties.” (citations omitted)).
Recently, Judge Copenhaver applied these principles to nearly identical
circumstances, and he found the benefits at issue were not vested based on the clear
and unambiguous language of the collective bargaining agreement at issue.

Dewhurst, 2015 WL 5304616, at *10–12. As a result, he granted the defendants’
motion for summary judgment. In Dewhurst, each relevant CBA included a clear and
unambiguous durational clause, which provided that “[t]he retirees’ healthcare
benefits remained in effect for the term of the applicable CBA.” Id. at *10. After
addressing the extrinsic evidence presented by the plaintiffs, Judge Copenhaver

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concluded “the clarity of the durational clause trumps all collateral considerations
offered,” entitling the Dewhurst defendants to summary judgment. Id. at *12.
Here—as in Dewhurst—the relevant CBAs include clear and unambiguous
durational clauses. Compare, e.g., 1992 CBA, at 4 (providing retiree health benefits
“shall remain in effect for the term of this . . . Labor Agreement”), with Dewhurst,
2015 WL 5304616, at *3 (providing retiree health benefits “shall remain in effect for
the term of this . . . Labor Agreement” (emphasis omitted) (quoting the 1988 CBA
before the court)). As Judge Copenhaver observed in relation to the durational clauses
in Dewhurst, “[t]here is no basis in light of this language to conclude those benefits
vested beyond the term of each CBA.” 2015 WL 5304616, at *10. The same is true in
this case because there is no difference between the durational clauses here and those
at issue in Dewhurst. Accordingly, the defendants in this case are entitled to
summary judgment.
The plaintiffs attempt to establish the parties intended for the retiree health
benefits to be vested by citing, for example, letters concerning retiree health benefits,5
a 1989 agreement between the Union and a former owner of the Ravenswood plant,
statements in the SPDs that benefits would cease upon an individual’s death, and the

According to the plaintiffs, these letters—which they refer to as Cap Letters—distinguish this case
from Dewhurst and compel a different result. The court does not agree. Regardless of their character
and nature, these letters—as plaintiffs concede—do not modify the CBA and are merely offered as
extrinsic evidence of the parties’ intent. Pls.’ Reply 5 (“Plaintiffs do not contend the Cap Letters
modified the CBAs to add new vested benefits, but rather that the Cap Letters are evidence that the
parties understood the benefits to be vested all along.”). As was the case in Dewhurst, the clarity of
the CBA forecloses the need to look to extrinsic evidence—like these letters—to infer the intent of the
parties.
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payment of benefits during a lockout. E.g., Mem. Supp. Pls.’ Mot. Summ. J. 17. Judge
Copenhaver rejected an identical “attempt to overcome the clarity of the durational
clause.” Dewhurst, 2015 WL 5304616, at *10. The court finds no reason to depart
from Judge Copenhaver’s analysis.
In any event, the evidence offered by the plaintiffs is extrinsic and cannot be
considered in the absence of ambiguity. And ambiguity is absent from the
agreements. Put simply, the durational clauses of the CBAs are clear and
unambiguous: retiree health benefits were not vested. At this, the court’s inquiry
ends.
IV.

Conclusion
Judge Copenhaver’s thoughtful and precedential Dewhurst opinion compels

the outcome of this case. Dewhurst v. Century Aluminum Co., No. 2:09-cv-01546,
2015 WL 5304616 (S.D. W. Va. Sept. 9, 2015). Accordingly, the court GRANTS the
defendants’ Motion for Summary Judgment [ECF No. 92], and the court DENIES the
plaintiffs’ Motion for Summary Judgment [ECF No. 94]. The court ORDERS this case
be dismissed and stricken from the docket.
The court DIRECTS the Clerk to send a copy of this Order to counsel of record
and any unrepresented party.
ENTER:

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January 4, 2016