The opinion
UNITED STATES DISTRICT COURT
MIDDLE DISTRICT OF LOUISIANA
MARVIN FULFORD, ET AL. CIVIL ACTION
VERSUS
CLIMBTEK, INC., ET AL. NO: 16-00016-BAJ-EWD
RULING AND ORDER
Before the Court is the Motion for Partial Summary Judgment (Doc. 179)
filed by Plaintiffs. Defendants have filed a response in opposition (Doc. 212). For the
following reasons, the Motion for Partial Summary Judgment (Doc. 179) is
GRANTED.
I. PROCEDURAL BACKGROUND
This suit arises out of an allegedly defective ladder. (Doc. 102 at ¶ 6). On
February 2, 2015, Marvin Fulford was allegedly servicing a suspended heating unit
in Winnsboro, Louisiana while standing on an articulated ladder when it collapsed.
Id. Mr. Fulford then allegedly fell, fractured his spine, and suffered a traumatic brain
injury. Id. Plaintiffs filed the instant action on January 8, 2016. (Doc. 1). Plaintiffs
brought claims under the Louisiana Products Liability Act, claiming that the ladder
was defective and unreasonably dangerous. (Id. at p. 2). On June 30, 2017, the
Magistrate Judge granted Plaintiffs’ Motion for Leave to File a Third Amended
Complaint, which named Michigan Ladder Company, LLC and Michigan Ladder
Company, Inc. as defendants, among others. (Doc. 101). On August 9, 2019, Plaintiffs
filed the motion for partial summary judgment before the Court. (Doc. 179).
Plaintiffs move the Court to render summary judgment declaring that 1) Michigan
Ladder Company, Inc. is the manufacturer of the Climbtek ladder, 2) Michigan
Ladder Company, LLC is the successor in interest of Michigan Ladder Company, Inc.,
and 3) Michigan Ladder Company, LLC is therefore the manufacturer of the
Climbtek ladder. Id.
II. FACTUAL BACKGROUND1
A. The Relationship between Michigan Ladder Company, Inc. and the
Climbtek Ladder.
Michigan Ladder Company, Inc. was a ladder manufacturer formed in 1901.
(Doc. 179-1 at 2). Its office was located at 12 E. Forest Ave. in Ypsilanti, Michigan.
Id. Michigan Ladder Company, Inc. owned Climbtek, Inc. (Id. at p. 4). Michigan
Ladder Company, Inc.’s office was used to conduct business relating to Climbtek
ladders. (Id. at p. 3). Climbtek ladders were distributed from Michigan Ladder
Company, Inc.’s office, and communications from companies, third-party vendors,
and consumers regarding Climbtek ladders were directed there. (Id. at p. 3-5).
Michigan Ladder Company, Inc.’s website referred to the Climbtek ladder as “Our
articulating Climbtek ladder” and stated that the ladder used “our exclusive precision
locking hinge and patented one hand release rod.” (Id. at p. 2). When Climbtek, Inc.
1 Local Rule of Civil Procedure 56(b) provides that each opposition to a motion for summary judgment
shall include a separate, short, and concise statement of the material facts as to which the opponent
contends there exists a genuine issue to be tried. All material facts set forth in the statement served
by the moving party will be deemed admitted unless controverted as required by the Rule. Defendants
did not file a statement of the material facts as to which they contend there exists a genuine issue to
be tried. Accordingly, the facts which Plaintiffs contend there is no genuine issue to be tried are
deemed admitted.
closed, Michigan Ladder Company, Inc. trucks and personnel removed Climbtek
ladders from the office. (Id. at p. 4).
B. The Relationship between Michigan Ladder Company, Inc. and
Michigan Ladder Company, LLC.
Thomas Harrison served as the general manager of Michigan Ladder
Company, Inc. starting in 2004. (Id. at p. 2). In January 2014, Harrison formed
Michigan Ladder Company, LLC for the specific purpose of acquiring Michigan
Ladder Company, Inc. Id. Michigan Ladder Company, LLC purchased Michigan
Ladder Company, Inc. in February 2014. Id. Harrison then became the president of
Michigan Ladder Company, LLC. Id.
Michigan Ladder Company, LLC’s office is also located at 12 E. Forest Ave. in
Ypsilanti, Michigan. Id. Further, Michigan Ladder Company, Inc. and Michigan
Ladder Company, LLC share at least eleven employees, including high-level
employees such as the comptroller, plant manager, sales manager, and dock
supervisor, as well as corporate officers such as Harrison. (Id. at p. 3). None of these
employees were fired and rehired. Id.
III. LEGAL STANDARD
“The court shall grant summary judgment if the movant 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). In determining whether the movant is entitled
to summary judgment, the court views the facts in the light most favorable to the
nonmovant and draws all reasonable inferences in the nonmovant’s favor. Coleman
v. Hous. Indep. Sch. Dist., 113 F.3d 528, 533 (5th Cir. 1997).
After a proper motion for summary judgment is made, the nonmovant “must
set forth specific facts showing there is a genuine issue for trial.” Anderson v. Liberty
Lobby, Inc., 477 U.S. 242, 250 (1986) (internal citations omitted). At that moment,
the court does not evaluate the credibility of witnesses, weigh the evidence, or resolve
factual disputes. Int’l Shortstop, Inc. v. Rally’s, Inc., 939 F.2d 1257, 1263 (5th Cir.
1991), cert. denied, 502 U.S. 1059 (1992). However, if “the evidence in the record is
such that a reasonable jury, drawing all inferences in favor of the non-moving party,
could arrive at a verdict in that party’s favor,” the motion for summary judgment
must be denied. Id.
The nonmovant’s burden is not satisfied by some metaphysical doubt as to the
material facts, or by conclusory allegations, unsubstantiated assertions, or a mere
scintilla of evidence. Little v. Liquid Air Corp., 37 F.3d 1069, 1075 (5th Cir. 1994)
(internal quotations omitted). Summary judgment is appropriate if the nonmovant
“fails to make a showing sufficient to establish the existence of an element essential
to that party’s case.” Celotex Corp. v. Catrett, 477 U.S. 317, 322 (1986).
IV. DISCUSSION
Under the Louisiana Products Liability Act, “manufacturer” means a person
or entity who is in the business of manufacturing a product for placement into trade
or commerce. La. Stat. Ann. § 9:2800.53. Manufacturer also refers to a person or
entity who labels a product as his or her own or who otherwise holds himself or herself
out to be the manufacturer of the product. Id. Defendants did not file a statement of
material facts disputing Plaintiffs’ facts establishing that Michigan Ladder Company,
Inc. is the manufacturer of the Climbtek ladder, which are described above.
Accordingly, summary judgment on this issue is granted in favor of Plaintiffs.
Moving on to the issue of the relationship between Michigan Ladder Company,
Inc. and Michigan Ladder Company, LLC, under Louisiana law, a purchaser
corporation is generally not liable for the assets of the corporation that it acquires.
Monroe v. McDaniel, 207 So. 3d 1172, 1180 (La. Ct. App. 2016) (quoting Golden State
Bottling Co., Inc. v. National Labor Relations Board, 414 U.S. 168, 182 n.5 (1973)).
However, it is liable where “the purchaser is merely a continuation of the selling
corporation.” Id. To establish that a purchaser is a mere continuation of the acquired
company, the purchaser “must have purchased all or substantially all the assets of
another.” J.D. Fields & Co. v. Nottingham Construction Co., LLC, 184 So.3d 99, 103
(La. Ct. App. 2015). Next, courts must consider a variety of factors, including whether
the “successor corporation retains the predecessor corporation’s employees;
represents that it is a continuation of the predecessor enterprise; retains the
supervisory personnel of the predecessor; retains the same production facilities in the
same physical location; produces the same product; retains the predecessor’s name;
and continues the predecessor’s general business operations.” Allstate Ins. Co. v. Wal-
Mart, No. CIV. A. 98-1923, 2000 WL 388844, at *3 (E.D. La. Apr. 13, 2000).
Plaintiffs’ evidence, which has been deemed admitted by Defendants, reveals
that Michigan Ladder Company, LLC is merely a continuation of Michigan Ladder
Company, Inc. Michigan Ladder Company, LLC purchased Michigan Ladder
Company, Inc. in February 2014. Further, Michigan Ladder Company, LLC retained
at least eleven of Michigan Ladder Company, Inc.’s employees, including high-level
employees such as the comptroller, plant manager, sales manager, and dock
supervisor, as well as corporate officers such as Harrison. Michigan Ladder
Company, LLC’s office is located at 12 E. Forest Ave. in Ypsilanti, Michigan, the same
physical location as Michigan Ladder Company, Inc.’s office. Finally, Michigan
Ladder Company, LLC retained Michigan Ladder Company, Inc.’s name. For these
reasons, Michigan Ladder Company, LLC is deemed, under law, to be the successor
in interest of Michigan Ladder Company, Inc.
V. CONCLUSION
Accordingly,
IT IS ORDERED that Plaintiffs’ Motion for Partial Summary Judgment
(Doc. 179) is GRANTED.
Baton Rouge, Louisiana, this 28th day of October, 2019.
_____________________________________
JUDGE BRIAN A. JACKSON
UNITED STATES DISTRICT COURT
MIDDLE DISTRICT OF LOUISIANA