Veritas Steel, LLC v. Lunda Construction Co.Annotate this Case
The Supreme Court affirmed the decision of the court of appeals affirming the circuit court's grant of summary judgment to Veritas Steel, LLC on Lunda Construction Company's successor liability claim, holding that neither the de facto merger nor the mere continuation exceptions to the rule against successor liability applied in this case to impose successor liability on Veritas, and Lunda forfeited its argument that the fraudulent transaction exception applied.
Lunda alleged that Veritas and third-party defendants took unfair advantage of DPM Bridge LLC's loan defaults with the intent to gain ownership of PDM's steel fabrication business. The circuit court granted summary judgment to Veritas on the successor liability claim. The court of appeals affirmed. The Supreme Court affirmed, holding (1) because Lunda did not establish a genuine issue of material fact as to identity of ownership between Veritas and PDM, it could not satisfy the de facto merger or mere continuation exceptions to the rule against successor liability; and (2) by not raising the fraudulent transaction exception before the court of appeals, Lunda forfeited its claim for successor liability based on that exception.