, a union shop construction company, and the Unions were parties to collective bargaining agreements known as the National Maintenance Agreements ("NMA").
Early in July 1985, Eichleay
reorganized its operations.
A subsidiary known as Eichleay Constructors, Inc.
") was formed to engage in open shop construction nationwide.
Eichleay Holdings, Inc.
was formed in August of 1985 to hold the stock of Eichleay and ECI
, as well as the stock of Eichleay Engineers of Pennsylvania and Eichleay Engineers of Illinois
, two former subsidiaries of Eichleay.
During the latter part of that year, Geoff Eichleay, President and CEO of Eichleay, a union shop contractor, learned that USS [*1052] Posco, a joint venture of US Steel and Pohang Iron and Steel, a Korean company, planned to modernize a steel mill in Pittsburg, California.
This Pitcal project involved renovating the finishing plant portion of the mill, installing a pickle line tandem cold mill and a continuous annealing line.
became interested in bidding on all or part of the construction work [**4] connected with the Pitcal Project.
When USS Posco
first solicited bids for the Pitcal project, Geoff Eichleay
directed an Eichleay sales staff member to learn the specifics of the job and identify potential competitors.
representatives then met with USS Posco
officials to get preapproved for the short bid list, qualifying Eichleay to submit a final bid on the project.
did not make the short bid list, apparently because USS Posco
feared that Eichleay
was not a large enough company to handle the job.
suggested that Eichleay
form a joint venture with one of the six companies on the short bid list and continue bidding on the project.
then entered into an agreement with Morrison-Knudsen ("Morrison") to bid on the project as a joint venture, on the condition that concessions be obtained from the building trades unions.
In order to get these concessions, Morrison and Eichleay approached the National Maintenance Agreement Policy Committee ("NMAPC") in July, 1986.
is a jointly administered labor-management committee consisting of 14 representatives from craft unions and 14 representatives from unionized contractors.
It provides a forum to interpret [**5] the NMAs.
The NMAs, where extended to a particular site, set minimum pay levels, report times and bind the contractor to union hiring practices.
signed NMAs with all the craft unions in this case except for the IBEW.
asserts that the NMAPC
merely stated that the NMAs could cover the type of work involved in the Pitcal project and that concessions would have to be negotiated with the local unions in California.
The minutes of the meeting indicate that the NMAs were extended to the Pitcal project, but not that the concessions were approved.
On July 10, 1986, Eichleay
and Morrison met in California with the Subcommittee [**6] of the NMAPC
and representatives of the local unions to discuss concessions.
The contractors told the local unions that they needed to know if the concessions would be granted in order to continue in the bidding.
The contractors requested that the unions decide on the concessions by July 21, 1986.
On July 21, Eichleay
was informed that, although the vote was unofficial, the unions had refused to grant the concessions.
Eichleay determined that, without union concessions, it could no longer participate in a joint venture on the Pitcal project and dropped out of the bidding process.
Immediately after Eichleay
dropped out of the bidding, Geoff Eichleay
directed officers of ECI
to explore the possibility of forming a joint venture to bid on the Pitcal project.
Subsequently, a joint venture was formed between ECI, BE & K, and Daelim America, Inc. ("Daelim").
In June 1987, six unions, who are now parties in the Ironworkers appeal, filed identical grievances against Eichleay with NMAPC.
The grievances alleged that Eichleay
, through its alter ego ECI, was performing work covered by the NMAs on the Pitcal site, that the NMAs had been extended to the Pitcal site, and that consequently Eichleay was in violation of each and every provision of the NMAs.
In July 1987, Eichleay
requested a temporary restraining order in the [**8] Western District of Pennsylvania to enjoin the arbitration proceeding.
The request was denied and the arbitration took place.
appeared at the arbitration hearing solely to object to NMAPC's jurisdiction over the dispute.
then considered the issue of whether Eichleay
was the employer on Pitcal.
The finding on this issue stated merely that "Eichleay Corporation
is present at the project.
then issued awards requiring Eichleay
to make wage payments and trust fund contributions on behalf of the workers currently employed on the Pitcal site, and to make similar payments "on behalf [**9] of all those workers who would have been dispatched to the work in question to the contractor . . . had the agreement been complied with."
Two more unions then filed identical grievances against Eichleay with the NMAPC.
contends that IBEW was not a signatory to the NMAs.
The IBEW acknowledges that it did not sign an NMA with Eichleay
, but argues that it was invited to participate on the Pitcal job.
Because of our disposition of the IBEW appeal, we need not resolve this dispute.
- - - - - - - - - - - - - - - - -End Footnotes- - - - - - - - - - - - - - - - -
filed a timely petition in the Western District of Pennsylvania to vacate the arbitration awards in the Ironworkers case.
The Unions cross-petitioned to confirm [**10] the awards.
received the IBEW award on February 15, 1988.
The IBEW filed a petition with the district court to confirm the awards on March 17, 1988.
answered the petition in IBEW and cross-petitioned to vacate the award.
Eichleay timely filed a petition to vacate the award in the Sheet Metal Workers case on May 6, 1988.
The Sheet Metal Workers Union
cross-petitioned to confirm the award.
Cross-motions for summary judgment were filed in the Ironworkers case.
The district court determined first that the alter ego issue was excluded from arbitration by Article VI(2) of the NMA. n4 The district court then concluded that it would hold its decision on the issue of whether AMK, ECI and Eichleay
were alter egos in abeyance pending the outcome of a unit clarification petition Eichleay had filed with the NLRB
was permitted to submit a lengthy position paper, and the Unions relied on their previous submissions to the NMAPC
Eichleay's representative was not permitted to address the NMAPC
, although a Union representative was.
The same voting procedure to which Eichleay
had objected previously was again used, with each grieving Union voting on the other eight Unions' grievances.
then issued its decision which reaffirmed its prior awards.
did nothing to clarify its prior determinations, stating merely "there was no reason to change its unanimous decision of July 23, 1987."
Shortly after NMAPC
issued its first arbitration awards, Eichleay
had filed unit clarification petitions with the National Labor Relations Board
These petitions sought to exclude any and all employees at the Pitcal site from bargaining units covered by Eichleay's NMAs.
The petitions were filed as to all Unions except the IBEW.
Since Eichleay did not consider the IBEW a party to a NMA, there was simply no unit for the NLRB to clarify.
did file an unfair labor practice charge against the IBEW, which is still [**13] pending.
After hearings in Pittsburgh, Washington, and San Francisco, the NRLB's
Regional Director in Pittsburgh issued an order on May 19, 1989.
The Regional Director first confronted the Unions' contention that they had made no claim of representation in an appropriate unit at the Pitcal site.
The Director concluded that the unit clarification petition was the proper vehicle for determining whether the Pitcal employees were part of the bargaining units covered by the NMAs.
The Regional Director then found that ECI and Eichleay
were closely related and satisfied the "single employer" test.
However, the Regional Director did not go on to determine if Eichleay and ECI
were alter egos, since the actual employer at the site was AMK
The Regional Director concluded that since AMK
were not a single employer or alter ego, Eichleay's NMAs should not cover AMK's
denied review of the Regional Director's decision, thus rendering the decision final.
returned to the district court armed with the NLRB determination.
After consolidating the cases, Eichleay
moved for summary judgment, contending that the NLRB decision required that all nine awards be vacated. [**14] The Unions filed cross-motions to confirm the awards.
However, the Unions argued that the Director's finding that Eichleay
were a single employer would allow the court to read t