Adamo Demolition Co. v. Int'l Union of Operating Eng'rs Local 150, AFL-CIO

3 F.4th 866

ADAMO DEMOLITION COMPANY, d/b/a Adamo Group, Inc. and Adamo Group, Plaintiff-Appellant,

v.INTERNATIONAL UNION OF OPERATING ENGINEERS LOCAL 150, AFL-CIO; James M. Sweeney, Defendants-Appellees.

No. 20-1163

United States Court of Appeals, Sixth Circuit.

Decided and Filed: July 2, 2021

ON BRIEF: Ronald G. Acho, CUMMINGS, MCCLOREY, DAVIS & ACHO, PLC, Livonia, Michigan, for Appellant. John R. Canzano, Benjamin L. King, MCKNIGHT, CANZANO, SMITH, RADTKE & BRAULT, P.C., Royal Oak, Michigan, for Appellees.

Before: SILER, WHITE, and STRANCH, Circuit Judges.

JANE B. STRANCH, Circuit Judge.

Adamo Demolition Company sued the International Union of Operating Engineers Local 150 (the Union) and its president for various tort claims arising out of a dispute over staffing one of Adamo's projects. The district court found Adamo's claims preempted under § 301 of the Labor Management Relations Act (LMRA), 29 U.S.C. § 185, because the tort claims were inextricably intertwined with and depended on the requirements of the collective bargaining agreement governing the project. It dismissed the case. On appeal, Adamo argues that the district court committed a host of errors, including denying Adamo's motion to remand to state court and misapplying the concept of federal labor law preemption. For the reasons that follow, we AFFIRM .

I. FACTUAL AND PROCEDURAL BACKGROUND

Adamo frequently works with the International Union of Operating Engineers on projects across the country. The Union was awarded a subcontract from Commercial Contracting Corporation (CCC or the Contractor) to work on a demolition project at the Ford Motor Company assembly plant in Chicago. In March 2018, Adamo contacted the Union to obtain the workforce for its demolition job.

The parties do not dispute that the National Maintenance Agreement (NMA), a nationwide collective bargaining agreement that covers projects for large industrial companies such as Ford, governed the demolition project. Article XIX of the NMA, entitled "Hiring and Transfer of Craft Workers," provides, in part:

The Employer agrees to hire Craft Workers in the area where work is being performed or is to be performed in accordance with the hiring procedure existing in the area; however, in the event the Local Union is unable to fill the request of the Employer for employees within a forty-eight (48) hour period after such request for employees (Saturdays, Sundays and Holidays excepted), the Employer may employ workers from any source. (R. 6-2, NMA, at PageID 129)

The NMA also requires that unions provide skilled and adequately trained workers. It contains dispute resolution processes that contractors and subcontractors are required to follow for disputes that arise under the NMA. Article VI of the NMA states that "all disputes and grievances arising out of work performed under this Agreement involving the meaning or interpretation of any provision in this Agreement" are to be resolved using a series of escalating steps, starting with discussions between the union steward and the employer, moving to a determination by the NMA's policy committee, and finally submitting the dispute to an arbitrator. (Id. at PageID 123) The arbitrator "shall only have jurisdiction and authority to interpret, apply or determine compliance with the provisions of this Agreement. Any award of the Arbitrator shall be final and binding upon the Employer and the Union." (Id. at PageID 124) The NMA also provides that "there shall be no lockouts by the Employer and no strikes, picketing, work stoppages, slow downs or other disruptive activity for any reason by the Union or by any employee." (Id. at PageID 130)

Adamo filed suit in Wayne County Circuit Court and Defendants subsequently filed a Joint Notice of Removal to federal court. Adamo's complaint did not attach or explicitly reference the NMA, but Defendants attached it to their motion to dismiss. The complaint alleges that Adamo requested the Union to provide 47 qualified operators for its Ford job. It allegedly told the Union that the project was time sensitive and that an insufficient number of qualified workers would cause significant damage to Adamo and could create an unsafe work environment. Adamo claims that the Union "willfully refused to provide Adamo contact information for proposed workers, refused to give reasonable assurances to Adamo that operators were experienced, trained and qualified before they were dispatched, and refused to fulfill Adamo's request to verify and confirm their qualifications." (R.1, Complaint, at PageID 22, ¶ 27) It also alleges that the Union sent unqualified workers, who created unsafe working conditions and caused damage to the plant for which Adamo was liable. Adamo claims that a Union representative stated to Adamo's Executive Vice President, "Off the record, the Union sent me over here to cause trouble for Adamo." (Id. at PageID 23, ¶ 29)

Adamo partially staffed the project with its own workers. It alleges that the Union ordered these workers to stop work immediately and "[g]et off the machines." According to Adamo, the Union used "pressure tactics and intimidation" to displace the experienced workers it brought to the job and replace them with unqualified workers. As a result of the Union's interference, Adamo claims it breached its obligations to CCC and to Ford.

Adamo also contends that the Union and its president have been "intentionally and maliciously publishing to third parties unprivileged, injurious, false and defamatory statements concerning Adamo," which "are affecting Adamo's good reputation with operators, employees, the community at large, and other business alliances." (Id. at PageID 24, ¶¶ 37–38) The complaint provides no specific examples of such statements.

Adamo's complaint lodged six counts against the Union and its president. Count I is for tortious interference with contract with CCC. Count II is for tortious interference with business relationships or expectancies with CCC. Count III is for tortious interference with business relationships or expectancies with Ford. Count IV is for tortious interference with business relationships or expectancies with the Union operators. Count V is for injurious falsehood. And Count VI is for slander/defamation. Defendants removed the action to federal court and moved to dismiss, and Adamo sought remand.

Adamo argued that its tort claims could not be reviewed in arbitration because their resolution did not require interpreting the NMA, but the district court concluded that § 301 of the LMRA preempted all Adamo's claims and it granted the motion to dismiss and denied the motion to remand. Finding that the NMA was integral to the complaint, the court reasoned that § 301 fully preempted Adamo's tortious interference claims because "[w]hether Defendants’ conduct was justified or ‘improper’ is inextricably intertwined with and dependent upon the terms of the NMA." (R. 16, Opinion, at PageID 368)

Turning to Adamo's injurious falsehoods and defamation claims, the district court noted that only two specific statements were included in the complaint—the instructions for the workers to get off the machines and to stop working. The court found that these statements were published in the context of a labor dispute, and required a showing of actual malice as the term is defined in New York Times Co. v. Sullivan , 376 U.S. 254, 84 S.Ct. 710, 11 L.Ed.2d 686 (1964). It determined that the falsity of the statements in the complaint is dependent on the terms of the NMA and held that these claims were also preempted. In the alternative, the district court stated that these claims should be dismissed under Federal Rule of Civil Procedure 12(b)(6) because neither statement Adamo identified in the complaint was an objective statement of fact, and neither statement concerned Adamo. This appeal followed.

II. DISCUSSION

A. Standard of Review

This court reviews de novo the grant of a motion to dismiss under Rule 12(b)(6). Keys v. Humana, Inc. , 684 F.3d 605, 608 (6th Cir. 2012). Likewise, we review denial of a motion to remand de novo. City of Warren v. City of Detroit , 495 F.3d 282, 286 (6th Cir. 2007).

B. Labor Law Preemption

Adamo first argues that the district court relied on disputed facts when it drew conclusions based on the terms of the NMA. It also complains that the district court erred generally in accepting Defendants’ version of the facts instead of accepting the factual allegations in the complaint as true.

But the complaint is replete with references to the requirements of the NMA. For example: "Adamo also placed the Defendant Union on notice, multiple times and throughout the pendency of the Project, that any failure or refusal to provide the required number of experienced, trained and qualified operators would interfere with, harm and hinder Adamo's ability to meet its contractual duties to CCC and Ford." (R.1 at PageID 22, ¶ 25) (emphasis added) This requirement comes directly from the NMA. Adamo does not dispute that the NMA is genuine or that the NMA governed the relationship between itself and the Union. The NMA is therefore integral to the complaint and the district court properly considered it. There is, moreover, no indication in the district court's opinion that it drew any factual inferences in favor of the Defendants in violation of the standard governing a motion to dismiss.

We turn to the gravamen of the dispute, which centers around federal labor law and the capaciousness of § 301 preemption. Over fifty years ago, the Supreme Court set out the core principles undergirding labor-law preemption, explaining that "[t]he ordering and adjusting of competing interests through a process of free and voluntary collective bargaining is the keystone of the federal scheme to promote industrial peace." Local 174, Teamsters v. Lucas Flour Co. , 369 U.S. 95, 104, 82 S.Ct. 571, 7 L.Ed.2d 593 (1962). Essential to this order is "[t]he need to preserve the effectiveness of arbitration."...