United States District Court, D. Columbia.
CRAIG T. GULLAKSEN, et al., Plaintiffs,
UNITED AIR LINES, et al., Defendants
For CRAIG T. GULLAKSEN, individually and on behalf of all others similarly situated, THOMAS M. DOLAN, individually and on behalf of all others similarly situated, LYNN D. JOHNSON, individually and on behalf of all others similarly situated, Plaintiffs: Curtis S. Renner, Thomas Carl Watson, LEAD ATTORNEYS, WATSON & RENNER, Washington, DC; Lauren C. Lakin Boucher, LEAD ATTORNEY, Bouler, CO; Allen Patrick Press, PRO HAC VICE, GREEN JACOBSON, Clayton, MO.
For UNITED AIR LINES, INC., Defendant: Rachel S. Janger, LEAD ATTORNEY, Aparna B. Joshi, PRO HAC VICE, O'MELVENY & MYERS LLP, Washington, DC; Michael G. McGuinness, PRO HAC VICE, O'MELVENY & MYERS LLP, Los Angeles, CA; Robert A. Siegel, PRO HAC VICE, O'MELVENY & MYERS, LLP, Los Angeles, CA.
For AIR LINE PILOTS ASSOCIATION INTERNATIONAL, Defendant: Jonathan Asher Cohen, LEAD ATTORNEY, AIR LINE PILOTS ASSOCIATION, INTERNATIONAL, Legal Department, Washington, DC; Marcus Charles Migliore, LEAD ATTORNEY, AIR LINE PILOTS ASSOCIATION, Washington, DC; Michael E Abram, LEAD ATTORNEY, Michael L. Winston, PRO HAC VICE, COHEN, WEISS AND SIMON, LLP, New York, NY.
[Dkt. ##22, 23]
RICHARD J. LEON, United States District Judge.
Plaintiffs Craig T. Gullaksen, Lynn D. Johnson, and Thomas M. Dolan bring this suit against United Air Lines, Inc. (" United" ) and the Air Line Pilots Association International (" ALPA" ). See generally Class Action Compl. (" Compl." ) [Dkt. #1]. United and ALPA move to dismiss under Federal Rules of Civil Procedure 12(b)(1) and 12(b)(6), respectively. Def. United Airlines, Inc.'s Mot. to Dismiss Count I of Pls.' Compl. Under Rule 12(b)(1) of the Fed. R. of Civ. P. (" United Mot." ) [Dkt. #23]; Mot. to Dismiss of Def. Air Line Pilots Ass'n, Int'l (" ALPA Mot." ) [Dkt. #22]. After review of the motions, the applicable law, and the record herein, defendants' motions are GRANTED and the Complaint is DISMISSED.
United Air Lines, Inc. merged with Continental Airlines on October 1, 2010. Compl. ¶ 8. United is the surviving entity. Id. Despite the closing of the corporate merger in 2010, a number of implementation issues remained to be worked out, including labor issues. Both the pilots who flew for the pre-merger United (" legacy United" ) and the pilots who flew for the pre-merger Continental (" legacy Continental" ) were, and continued to be, represented by ALPA. Id. ¶ 10. Prior to the merger, separate collective bargaining agreements governed each set of pilots' relationship with its respective airline. Id. More importantly, each airline also had its own pilot seniority list, which plays a determinative role when the company seeks to fill position vacancies. See id. ¶ ¶ 17, 31.
Before the merger closed, the legacy United and legacy Continental pilots, each represented by ALPA, entered a joint agreement with their airlines to govern the transition, called the Transition and Process Agreement (" TPA" ). See Decl. of John G. Schleder (" Schleder Decl." ), Ex. A [Dkt. #22-2]. The TPA specified that " Continental and United will keep their flight operations separate until the Operational Merger Date," id. at 6, which was defined as " the first day of the Complete Operational Merger," id. at 3. The TPA indicated that a " Complete Operational Merger" would not occur until, among other requirements, the seniority lists were integrated. Id. at 2. That is to say, the TPA directed the former United and the former Continental to keep flight operations separate until their seniority lists were integrated.
ALPA has a " Merger Policy" directing representatives of merging airlines' pilots how to construct a fair integrated seniority list. Compl. ¶ 33. The Merger Policy requires submission to binding arbitration in the event an agreement cannot be reached.
Id. ¶ 34. The legacy United and legacy Continental pilots were unable to reach an agreement on an integrated seniority list on their own and submitted their dispute to arbitration, id., which was not completed until after the filing of the Complaint, id. ¶ 35; Pls.' Combined Mem. in Opp'n to Defs.' Mots. to Dismiss at 3 (" Pls.' Opp'n" ) [Dkt. #25].
Another step necessary to implement the merger was the development of a new collective bargaining agreement to cover all pilots of the now-merged United. Compl. ¶ 11. ALPA established two committees--one of legacy United pilots and one of legacy Continental pilots--and reached a joint collective bargaining agreement (" JCBA" ) with United effective January 1, 2013. Id. ¶ ¶ 11-12. The JCBA includes a provision that it is the " sole and entire agreement between the parties" and cancels other agreements executed prior to the signing of the JCBA. Schleder Decl., Ex. B, JCBA § 25-B [Dkt. #22-3].
However, the CBA recognized that not all of its provisions could be effective immediately because the two airlines had not yet integrated their seniority lists. Attached to and integrated into the JCBA are a number of Letters of Understanding, including Letter of Understanding 26 (" LOA 26" ), which specifically notes that " the effective date of the [JCBA] precedes the merger of the seniority lists" and that " certain aspects of flight . . . operations will need to be kept separate prior to the merger of the seniority lists." See Schleder Decl., Ex. B, LOA 26 at 471.
LOA 26 provided for a Joint Implementation Team (" JIT" ) to implement the JCBA and laid out an " Implementation Plan" noting a number of changes that would need to be made to integrate the two pilot workforces. LOA 26 at 474-79. The Implementation Plan addressed " Vacancies and Staffing" and directed that " [a]t SLI [(Seniority List Integration)] the JIT will develop a process to provide for combined bidding of vacancies." Id. at 479. LOA 26 further provided that " [u]ntil a provision is implemented, pilots will continue operating under the ...