Meinhardt v. Unisys Corp.

173 F.3d 145, 51 Fed. R. Serv. 279, 22 Employee Benefits Cas. (BNA) 2945, 1999 U.S. App. LEXIS 4863, 1999 WL 164435
CourtCourt of Appeals for the Third Circuit
DecidedMarch 22, 1999
DocketNos. 98-1007, 98-1037
StatusPublished
Cited by76 cases

This text of 173 F.3d 145 (Meinhardt v. Unisys Corp.) is published on Counsel Stack Legal Research, covering Court of Appeals for the Third Circuit primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook
Meinhardt v. Unisys Corp., 173 F.3d 145, 51 Fed. R. Serv. 279, 22 Employee Benefits Cas. (BNA) 2945, 1999 U.S. App. LEXIS 4863, 1999 WL 164435 (3d Cir. 1999).

Opinions

GARTH, Circuit Judge:

OPINION OF THE COURT

This action, brought by employees who had participated in individual account pension plans maintained by their employer Unisys Corporation (“Unisys”), charged essentially that Unisys and the individual defendants1 had breached their fiduciary duties prescribed by ERISA2 by investing in Executive Life Insurance Guaranteed Investment Contracts (“GICs”). After a bench trial, the District Court granted judgment for all defendants, ruling in their favor on all issues related to the breach of fiduciary duty claims, thus denying all relief and damages to the plaintiff class of Unisys employees.3

We have reviewed the trial record independently and conclude that in all material respects, the District Court’s findings of fact were not clearly erroneous, the District Court did not abuse its discretion in excluding Dr. Gottheimer’s testimony, and the District Court did not err in making its conclusions of law. We also conclude that while we do not agree with some of the holdings of the District Court, those disagreements have no effect on the District [149]*149Court’s overall holding of prudence, and that therefore, the orders entered by the District Court on November 24, 1997 and January 9,1998 will be affirmed.

I.

This is the second appeal from the District Court’s rulings in this case. Initially, summary judgment was entered in favor of Unisys, but on review, we remanded for trial. In re Unisys Savings Plan Litig., 74 F.3d 420 (3d Cir.), cert. denied, 519 U.S. 810, 117 S.Ct. 56, 136 L.Ed.2d 19 (1996) (“Unisys /”). Almost all of the background facts and details are found in our earlier opinion and we refer here only to those matters particularly relevant to the arguments made by the parties on appeal.

Now that the District Court has rendered its findings of fact and conclusions of law in favor of the Unisys,4 Meinhardt complains that the standard used by the District Court was improper, that Mein-hardt’s expert’s testimony was improperly excluded, and that Meinhardt suffered damages that were not recognized by the District Court. As indicated above, we hold that the District Court’s essential factual findings were not clearly erroneous and that measured by the appropriate prudence standard of ERISA, the District Court properly concluded that Unisys did not breach any fiduciary duty. This threshold holding makes it unnecessary for us to discuss in detail the subsidiary issues raised on appeal by Meinhardt.

At the outset we call attention to the fact that the contours of the factual record have changed significantly since we last addressed the GIC issue presented in this case. At the earlier summary judgment stage, the prior panel of this court was obliged to assume that various facts presented by Meinhardt were true and that all inferences had to be drawn in Mein-hardt’s favor. Moreover, we assumed the report of Dr. Gottheimer, Meinhardt’s proposed expert witness, would be admitted into evidence. As we discuss infra, the District Court properly excluded Dr. Got-theimer from testifying under Fed.R.Evid. 702.

As we have mentioned, at the conclusion of a ten-day bench trial, the District Court entered judgment for Unisys and issued extensive findings of fact and conclusions of law. We review the District Court’s findings of facts for clear error. Application of legal precepts to historical facts receives plenary review. Feder v. Evans-Feder, 63 F.3d 217, 222 n. 9 (3d Cir.1995). The District Court’s decision to qualify an expert is reviewed for abuse of discretion. General Elec. Co. v. Joiner, 522 U.S. 136, 118 S.Ct. 512, 139 L.Ed.2d 508 (1997); In re Paoli R.R. Yard Litig., 35 F.3d 717, 741-46 (3d Cir.1994) (“Paoli II ”).

II.

Meinhardt participated in a 401(k) savings plan (“Plan”)5 administered by Uni-sys. Two companies, Sperry and Burroughs, had merged in 1986 to create Unisys, and thus their retirement plans also merged. See Unisys I, 74 F.3d at 425-26. Meinhardt and the class he represents elected to , invest their money in two of the funds offered by the Plan, the Fixed Income Fund (“FIF ”) and the Insurance Contract Fund (“ICF ”). Investments in the FIF/ICF were exclusively restricted to Guaranteed Investment Contracts (“GICs”).6 For ease of reference [150]*150throughout this Opinion we will refer to the FIF/ICF as the “Fund.”

Unisys described the Fund as one of the more conservative funds that was intended to return principal with interest.7 Plan participants could invest as much or as little of their money as they desired. In order to prevent interest rate arbitrage by the participants and in order to receive a higher yield from the GICs, Fund assets could not be transferred to the money market fund directly; Fund assets had to be held for at least a year in one of the four equity stock funds. In 1990, Unisys shortened this “equity wash” to a period of six months after receiving approval from Executive Life.App. 1702.

In 1987 and 1988, Unisys purchased three Executive Life GICs as investments for the Fund. The Executive Life GICs themselves were comprised of assets that potentially had high rates of return, some of which were high yield bonds, or “junk bonds.” The junk bonds did not fare well in the late 1980’s markets. In 1991, California regulators seized Executive Life and temporarily froze all payments from the Executive Life GICs. By 1996, however, the Fund reimbursed the principal to Meinhardt and had paid some interest, but at a lower rate than had been guaranteed. FF ¶ 80.

Meinhardt accuses Unisys of breaching its fiduciary duties of prudence, diversification, and disclosure with respect to the Executive Life contracts that had been purchased for the Fund. ERISA prescribes that fiduciaries must adhere to a standard of prudence. ERISA requires that a fiduciary’s duty shall be discharged:

with the care, skill, prudence, and diligence under the circumstances then prevailing that a prudent man acting in a like capacity and familiar with such matters would use in the conduct of an enterprise with like character and with like aims;....

29 U.S.C. § 1104(a)(1)(B).

III.

To determine whether Unisys had satisfied the ERISA standard of prudence, the district court found the following facts from the evidence.

Unisys delegated the responsibility of investing for the Fund to David White and Leon Level. White and Level have educational and practical backgrounds in financial matters. FF ¶¶ 17-18; App. 643-45, 1136-37. At the direction of White and Level, Unisys purchased three Executive Life GICs as investments for the Fund through bidding processes in June 1987, December 1987 (both for the FIF), and January 1988 (for the ICF). Of the many GICs purchased for the Fund, only three were Executive Life GICs, constituting between 15 and 20 percent of the Fund’s assets. FF ¶¶ 14-15; App. 4450.

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Bluebook (online)
173 F.3d 145, 51 Fed. R. Serv. 279, 22 Employee Benefits Cas. (BNA) 2945, 1999 U.S. App. LEXIS 4863, 1999 WL 164435, Counsel Stack Legal Research, https://law.counselstack.com/opinion/meinhardt-v-unisys-corp-ca3-1999.