United States District Court, M.D. Louisiana
MARVIN FULFORD, ET AL.
CLIMBTEK, INC., ET AL.
RULING AND ORDER
A. JACKSON, JUDGE
the Court is the Motion for Partial Summary Judgment (Doc.
179) 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.
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 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.
Relationship between Michigan Ladder Company, Inc. and the
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,
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. u. 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.
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, 471 U.S. 317, 322 (1986).
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
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 his. Co. v. Wal-Mart, No.
CIV. A. 98-1923, 2000 WL 388844, at *3 (E.D. La. Apr. 13,
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.