Matsushita Electric Corp. of America v. Adams ( 2007 )

United States Court of Appeals
Fifth Circuit
F I L E D
IN THE UNITED STATES COURT OF APPEALS
FOR THE FIFTH CIRCUIT May 24, 2007
______________________
Charles R. Fulbruge III
Clerk
No. 06-30420
______________________
MATSUSHITA ELECTRIC CORPORATION OF AMERICA,
Plaintiff-Appellee,
versus
ROBERT L. ADAMS,
Defendant-Appellant.
________________________________________________
Appeals from the United States District Court for the
Eastern District of Louisiana
2:04-cv-03046-HGB-SS
________________________________________________
Before REAVLEY, GARZA, and DENNIS, Circuit Judges.
PER CURIAM:*
The District Court granted Matsushita Electric
Corporation of America(“MECA”)’s motion for partial
summary judgment issuing a declaratory judgment that
Robert L. Adams’ claims against MECA are barred by res
judicata and issue preclusion; that MECA neither owed nor
*
Pursuant to 5th Cir. R. 47.5, the court has
determined that this opinion should not be published and
is not precedent except under the limited circumstances
set forth in 5th Cir. R. 47.5.4.
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breached any fiduciary duty to Mr. Adams or Axcess Global
Communications of American Group, Axcess Global
Commuications Corp. or Axcess USA Corp. (collectively,
“Axcess”); and that neither Mr. Adams nor Axcess stated
a claim against MECA for securities fraud or lender
liability. After considering the parties’ written and
oral arguments in light of the record designated for our
review, we AFFIRM for the reasons assigned by the
District Court:
(1) When Mr. Adams purchased Axcess’s claims
against MECA from Axcess’s bankruptcy estate the
automatic stay ceased to affect those claims
because they were no longer property belonging
to that bankruptcy estate.
(2) The claims of Axcess and Mr. Adams against
MECA are barred by res judicata because:
(a) MEI and MECA were in privity with each other
in the prior Louisiana state court action in
which valid final judgments were rendered in
their favor against Axcess;
(b) Mr. Adams was in privity with Axcess in that
state court action because he was a successor in
interest to Axcess’s claims, he appeared in the
same capacity as Axcess by claiming damages on
behalf of Axcess, he actively participated as a
witness and deponent for Axcess in that
litigation, and his interests were adequately
and virtually represented by Axcess therein;
further, he was Axcess’s president, majority
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shareholder, chairman of its board and chief
executive in the activities giving rise to
Axcess’s claims asserted in that state court
action.
(c)Moreover, Mr. Adams’ personal claims as
well as those he purchased from Axcess were
based on and arose out of the same
transaction that formed the basis of Axcess’
unsuccessful state court action against MEI;
and he stood to recover $200 million from
the damages sought by Axcess in that state
court action.
(3) The remainder of Mr. Adams’s claims were not
properly and timely raised and are therefore
waived. See Savers Federal Sav. & Loan Assoc'n.
v. Reetz, 888 F.2d 1497, 1501 (5th Cir. 1989)
(“the parties cannot . . . advance new theories
or raise new issues in order to secure a
reversal of the lower court's grant of summary
judgment.”).
For these reasons the judgment of the District Court is
AFFIRMED.
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