Sturgill v. Santander Consumer USA, Inc. , 48 N.E.3d 759 ( 2016 )


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  •              NOTICE
    
    2016 IL App (5th) 140380
     Decision filed 01/22/16.   The
    text of this decision may be             NO. 5-14-0380
    changed or corrected prior to
    the filing of a Peti ion for
    Rehearing or the disposition of              IN THE
    the same.
    APPELLATE COURT OF ILLINOIS
    FIFTH DISTRICT
    ________________________________________________________________________
    FRANKLIN STURGILL, Individually and on Behalf )   Appeal from the
    of All Others Similarly Situated,             )   Circuit Court of
    )   St. Clair County.
    Plaintiff-Appellee,                    )
    )
    v.                                            )   No. 13-L-435
    )
    SANTANDER CONSUMER USA, INC.,                 )   Honorable
    )   Andrew J. Gleeson,
    Defendant-Appellant.                   )   Judge, presiding.
    ________________________________________________________________________
    JUSTICE CATES delivered the judgment of the court, with opinion.
    Presiding Justice Schwarm and Justice Moore∗ concurred in the judgment and
    opinion.
    OPINION
    ¶1       The defendant, Santander Consumer USA, Inc. (Santander), appeals from the
    order denying its renewed motion to compel individual arbitration and to dismiss or stay
    the proceedings in the circuit court. For the reasons that follow, we reverse and remand
    for further proceedings.
    ∗
    Justice Spomer was originally assigned to this case. Justice Moore was assigned
    to this case upon Justice Spomer's retirement. Justice Moore has read the briefs and
    listened to the tape of oral argument.
    1
    ¶2     On May 12, 2006, the plaintiff, Franklin Sturgill, executed a retail sales
    installment contract with Tri Ford Mercury, Inc., an automobile dealer, to buy a Ford
    F-150 pickup truck. The finance company named in the installment contract was Triad
    Financial Corporation (Triad). The installment contract also contained the financing
    terms of the purchase.     According to the single-page installment contract, Sturgill
    financed $19,037. He agreed to make payments of $433.65 per month for a period of 72
    months, at an interest rate of 17.95%. The first payment was due on June 11, 2006, and
    the contract ran through June 2012.       The installment contract made no mention of
    arbitration.
    ¶3     On that same day, Tri Ford Mercury, Inc., executed an assignment of all of its
    rights, title, and interest in Sturgill's "purchase of a motor vehicle dated 5-12-06" to
    Triad. The assignment document provided that Triad could further assign the rights and
    interests which it had been assigned by Tri Ford Mercury, Inc. Sturgill began making
    monthly payments to Triad in accordance with the terms set forth in the installment
    contract.
    ¶4     On June 19, 2009, Sturgill executed a "Modification and Extension Agreement"
    (Extension Agreement) with Triad. Under the Extension Agreement, Triad agreed to
    extend the payments that were past due on Sturgill's retail installment contract. Sturgill
    was allowed to pay his past due installments from May 2009 and June 2009 at the end of
    the contract period. Thus, Sturgill was scheduled to make his final payment on August
    16, 2012 (as opposed to June 2012). In consideration for Triad's forbearance, Sturgill
    agreed to release Triad, its affiliates, employees, agents, successors, and assigns from any
    2
    and all claims that may have accrued under the installment contract from the date of its
    execution through the date of execution of the Extension Agreement. Contained within
    the Extension Agreement was an arbitration clause. The arbitration clause was simply
    inserted within the Extension Agreement, among the other terms and conditions of the
    contract. There was no bold lettering or change in font that would draw a buyer's
    attention to the arbitration clause.
    ¶5     The arbitration clause in the Extension Agreement was drafted by Triad and
    provided, in part:
    "ARBITRATION. As additional consideration for Triad's agreement to
    forbear from exercising its remedies under the Contract, you and Triad agree that
    upon written request by either party that is submitted according to the rules for
    arbitration, any Claim, except those specified below, shall be resolved by binding
    arbitration in accordance with (i) the Federal Arbitration Act, (ii) the Rules of the
    chosen Administrator, and (iii) this Arbitration Provision.
    (a) Claims Covered. 'Claim' means any claim, dispute, or controversy now
    or hereafter existing between you and Triad, including without limitation, any
    claims arising out of, in connection with, or relating to the Contract, and any
    modification, extension, application, or inquiry or credit or forbearance of
    payment; any trade-in of a vehicle; any products, goods and/or services, including
    the installation thereof, purchased in connection with this Contract; any insurance,
    service contract, extended warranty, auto club membership or debt cancellation
    agreement purchased in connection with the Contract; the closing, servicing,
    3
    collecting or enforcing of the Contract; whether the claim or dispute must be
    arbitrated; the validity of this Agreement; any negotiations between you and Triad;
    any claim or dispute based on an allegation of fraud or misrepresentation,
    including without limitation, fraud in the inducement of this or any other
    agreement; and any claim or dispute based on state or federal law, or an alleged
    tort. You and Triad also agree to submit to final binding arbitration any claim or
    dispute that you or Triad has against all persons and/or entities (i) who are
    involved with the Contract, (ii) who signed or executed any document relating to
    the Contract or any Claim, and (iii) who may be jointly or severally liable to either
    you or Triad regarding any Claim."
    ¶6     The arbitration clause also provided that class actions and joinder of parties were
    prohibited. As noted above, any claim was to be resolved "in accordance with the
    Federal Arbitration Act, the Rules of the chosen Administrator, and this Arbitration
    Provision." The arbitration clause expressly excluded from arbitration "[a]ny Claim
    where all parties collectively (including multiple named parties) seek, in the aggregate,
    $15,000 or less in total monetary relief," including costs and attorney fees, and any claim
    filed in small claims court. There was nothing in the Extension Agreement, or its
    arbitration clause, that permitted the signatory parties to transfer or assign their respective
    arbitration rights.   The Extension Agreement did not bear the signature of any
    representative from Triad.
    ¶7     On September 18, 2009, Santander entered into an "Interest Purchase Agreement"
    with Triad Financial Holdings LLC and its subsidiary, Triad. The Interest Purchase
    4
    Agreement stated that Triad Financial Holdings LLC and Triad were in the business of
    servicing consumer retail installment contracts and loans for motor vehicles. According
    to the terms of the Interest Purchase Agreement, at an unspecified closing date, Triad
    Financial Holdings LLC and Triad intended to "sell, assign, transfer, convey, and deliver"
    their "Membership Interests," subject to the terms and conditions set forth in the
    agreement, to Santander. The "Membership Interests," defined in section 3.03 of the
    agreement, referred to the number of "units" being sold. These units represented the
    value of the LLC being purchased and did not identify any retail installment contracts.
    The Interest Purchase Agreement tendered to the court did not include a list of the
    specific accounts being acquired. The Interest Purchase Agreement did not contain an
    arbitration clause. Sturgill was not a signatory to this Interest Purchase Agreement and
    had nothing to do with the transfer of the interests set forth in that agreement.
    Nevertheless, some time after the Interest Purchase Agreement was executed, Sturgill
    began making his installment payments to Santander.
    ¶8     On June 10, 2013, Sturgill and Santander allegedly reached an agreement to settle
    Sturgill's installment contract for less than the amount originally owed pursuant to that
    agreement. Sturgill produced a letter, dated June 13, 2013, acknowledging the settlement
    agreement. The letter was from Santander's loss recovery department. It was titled
    "Settled in Full Letter" and was addressed to Franklin Sturgill. It stated that "the charged
    off account was settled in full for less than the amount owed on 6/10/2013" and that
    Santander "recognizes that the above-mentioned debt has been satisfactorily settled in
    full." The letter referenced the account number, as well as the make, model, and VIN
    5
    number of Sturgill's truck.     Below the signature space, it was also noted that this
    document was a "Confidential and Proprietary Settled in Full Letter/Version 1.0
    (09.05.2012)" of Santander Consumer USA, Inc.
    ¶9     Sturgill also produced an email that he had received from Santander. Santander's
    logo and the phrase "Vehicle Payoff Confirmation" appeared as a banner atop the email.
    The title "Vehicle Payoff Confirmation and Title Advisory" appeared below the banner.
    The email stated: "Dear FRANKLIN STURGILL, Please be advised that the outstanding
    balance on your retail installment contract with Santander Consumer USA was paid in
    full as of 6/10/2013, in the amount of $860.03." The email further stated that the title
    would be released on June 24, 2013, and that because mailing times vary, the recipient
    should allow 7 to 10 business days after the release date for the title to arrive in the mail.
    Sturgill did not receive his vehicle title within the time period set forth in the email.
    Sturgill sent a letter to Santander dated July 24, 2013, requesting the release of his title.
    Santander did not release the vehicle title, and there is no indication that it responded to
    Sturgill's letter. There is nothing in the record to indicate that Santander attempted to
    disclaim the settlement after receiving Sturgill's letter and prior to this litigation.
    Similarly, there is nothing in the record to indicate that Santander, at any point prior to
    this litigation, reversed its decision or rescinded the "Settled in Full Letter" or "Vehicle
    Payoff Confirmation" email.
    ¶ 10   On August 23, 2013, Sturgill filed a one-count putative class action complaint
    against Santander in the circuit court of St. Clair County and alleged that Santander
    violated section 3-205 of the Illinois Vehicle Code (625 ILCS 5/3-205 (West 2010)) by
    6
    failing to deliver the certificate of title to his vehicle within 21 days after the lien was
    satisfied. Sturgill sought a statutory award of $150 for himself and each class member,
    plus attorney fees and costs. At the time he filed his complaint, he also filed a motion for
    class certification.
    ¶ 11   On October 15, 2013, Santander filed a motion to compel individual arbitration
    and to dismiss or stay the judicial proceedings. Santander argued that Sturgill and Triad
    had agreed to arbitrate on an individual basis "any claim, dispute, or controversy ***
    arising out of, or in connection with, or relating to the Contract"; that it had acquired
    Triad's interests in vehicle installment contracts, including Sturgill's installment contract
    and Extension Agreement; and that as Triad's successor in interest, it was entitled to
    compel arbitration of Sturgill's claim under the terms of the Extension Agreement. In
    support of its arguments, Santander attached the original installment contract, the
    Extension Agreement, and a declaration from Santander's vice president of servicing,
    Wayne Nightengale. In the declaration, Nightengale stated that as part of the Interest
    Purchase Agreement between Triad and Santander, Santander acquired all of Triad's
    rights and liabilities with respect to Triad's vehicle loans, and that as a result of the
    acquisition, Santander became Triad's successor in interest to Sturgill's installment
    contract and the Extension Agreement.
    ¶ 12   Sturgill filed an objection to Santander's motion to compel arbitration and attached
    the "Settled in Full Letter," the "Vehicle Payoff Confirmation" email, and his letter
    requesting his title. Sturgill pointed out that he and Triad were the only parties to the
    Extension Agreement and that Santander failed to produce any documents in support of
    7
    its contention that it was the successor in interest to Triad's right to enforce the provisions
    of Sturgill's installment contract and/or Extension Agreement.          In addition, Sturgill
    argued that his cause of action arose after the settlement of the installment contract and
    Extension Agreement. Sturgill maintained that even if Santander could prove it had some
    right to enforce the arbitration clause in the Extension Agreement, that contract was over
    and settled. Therefore, any claim for arbitration was moot.
    ¶ 13   A hearing was held before the trial court on December 10, 2013. During this
    hearing, the court agreed that the central issue was whether there was an enforceable
    arbitration clause that existed between the parties.         The court identified multiple
    questions of fact and law arising from Santander's motion that required resolution before
    it could rule on the motion to compel arbitration or to stay or dismiss the proceedings.
    Because of the various factual and legal questions regarding what interests Santander had
    acquired as a result of the Interest Purchase Agreement with Triad, and whether there
    existed a valid and enforceable arbitration clause, the court indicated that more proof was
    required before it could rule on Santander's motion. The court further indicated that
    Santander's motion to compel arbitration could be raised again after the parties had
    engaged in some additional discovery. The court denied Santander's motion to compel
    arbitration without prejudice. The court also granted Santander leave to file the Interest
    Purchase Agreement under seal.
    ¶ 14   On January 10, 2014, Santander filed a renewed motion to compel individual
    arbitration and to stay or dismiss the judicial proceedings. Santander filed, under seal,
    the Interest Purchase Agreement between Santander and Triad. Santander also filed an
    8
    amended declaration by Wayne Nightengale, with exhibits attached, including Sturgill's
    original installment contract, the Extension Agreement, and a spreadsheet showing
    Santander's electronic record of Sturgill's payment history.
    ¶ 15   In paragraph 8 of his declaration, Nightengale stated:
    "Pursuant to the Interest Purchase Agreement, Santander purchased all of the
    issued and outstanding equity interests in Triad, which the agreement defines as
    'Membership Interests.' See Interest Purchase Agreement & 3.03. As a result of
    the Interest Purchase Agreement, Santander acquired all of Triad's rights and
    liabilities associated with its outstanding automobile loans, including the specific
    Triad loan agreements executed by Plaintiff attached as Exhibits A, B, and C, and
    Triad's associated arbitration rights with respect to Plaintiff."
    Nightengale's declaration also stated that when Santander concluded the agreement to
    purchase Triad's interests, Santander compiled a list of all customer loan accounts that
    had been acquired as a result of the purchase. Nightengale attached an excerpt from
    Santander's customer list showing that the loan account number on Sturgill's Extension
    Agreement (A7460884) was similar to the loan account number in Santander's system
    (40000174608840001). Nightengale further indicated that Santander held the title to
    Sturgill's vehicle and that Santander had been receiving Sturgill's monthly loan payments.
    ¶ 16   The Nightengale declaration also stated that between May 31, 2013, and June 12,
    2013, Sturgill "purported to make three electronic payments to Santander to pay off the
    outstanding loan balance for his Ford F-150 vehicle," and that all three payments were
    returned for insufficient funds. A spreadsheet was attached in support of these assertions.
    9
    Nightengale explained that the spreadsheet showed that the first two returns for
    insufficient funds were posted on June 12, 2013, and that the third was posted on June 24,
    2013. Nightengale acknowledged that Sturgill had produced an unsigned "Settled in Full
    Letter" and a "Vehicle Payoff Confirmation" email, which Sturgill claimed he received
    from Santander. Nightengale indicated that Santander had no internal record of sending
    the letter to Sturgill and expressed doubt about whether Santander had actually issued the
    "Settled in Full Letter" to Sturgill, although he offered no explanation for how Sturgill
    could have obtained such a letter.        Nightengale then provided his personal view,
    asserting: "It is apparent that Plaintiff is trying to take advantage of the situation by using
    the 'Settled in Full' letter and 'Vehicle Payoff Confirmation' email to claim that his loan
    debt was forgiven when he knows full well that any such letter and email–if they were
    issued–were based either on his own knowing misrepresentation to Santander or
    Santander's mistaken belief that Plaintiff's payments had cleared the bank."
    ¶ 17   On February 7, 2014, Sturgill filed an objection to Santander's renewed motion to
    compel arbitration. Sturgill argued that he never agreed to arbitrate any dispute with
    Santander and that there was no valid arbitration agreement in any contract with
    Santander. Sturgill argued that he and Santander had entered into a settlement for the
    purchase of his Ford F-150 vehicle, that Santander had agreed to settle the loan for less
    than the amount owed, and that the settlement agreement was memorialized in the
    "Settled in Full Letter" and the "Vehicle Payoff Confirmation" email. He claimed that his
    statutory cause of action could accrue only after the contract was fully performed and that
    10
    his cause of action was outside the scope of the Extension Agreement that contained the
    arbitration clause.
    ¶ 18   On February 11, 2014, a nonevidentiary hearing was held on Santander's renewed
    motion to compel arbitration and to stay or dismiss judicial proceedings. There is no
    indication that the parties had engaged in any additional discovery since the December
    10, 2013, hearing. Sturgill had filed a motion for leave to amend his complaint, which
    was allowed by the court, and an amended complaint was filed instanter. The parties
    proceeded, by agreement, on Santander's motion as it applied to the amended complaint.
    The record reveals that the court was presented with the same factual questions and legal
    arguments that had been presented during the prior hearing just two months earlier. The
    only difference was that Santander had filed an amended declaration from Nightengale in
    an effort to provide the court with additional information regarding the Interest Purchase
    Agreement between Santander and Triad. It is clear from the record that the court
    remained concerned about the legal and factual ramifications of the Interest Purchase
    Agreement, the arbitration clause and its survivability in light of the Interest Purchase
    Agreement, and the application of contractual terms to a statutory cause of action, among
    other issues. After hearing the arguments, the court took the matter under submission.
    ¶ 19   On July 11, 2014, the court issued the following order: "After reviewing parties
    memoranda and having heard argument on Defendant's Motion, the Court finds as
    follows: Defendant's renewed Motion to Compel Individual Arbitration and to Stay or
    Dismiss Proceedings is hereby denied." Santander appealed.
    11
    ¶ 20   An order granting or denying a motion to compel arbitration is injunctive in nature
    and is appealable under Illinois Supreme Court Rule 307(a)(1) (eff. Feb. 26, 2010).
    Salsitz v. Kreiss, 
    198 Ill. 2d 1
    , 11, 
    761 N.E.2d 724
    , 730 (2001); Hollingshead v. A.G.
    Edwards & Sons, Inc., 
    396 Ill. App. 3d 1095
    , 1098-99, 
    920 N.E.2d 1254
    , 1257 (2009).
    In an appeal pursuant to Rule 307(a)(1), the only issue is whether there was a sufficient
    showing to sustain the trial court's order granting or denying the relief sought.
    
    Hollingshead, 396 Ill. App. 3d at 1099
    , 920 N.E.2d at 1257; Travis v. American
    Manufacturers Mutual Insurance Co., 
    335 Ill. App. 3d 1171
    , 1174, 
    782 N.E.2d 322
    , 325
    (2002). In an appeal from the denial of a motion to compel arbitration without an
    evidentiary hearing, our review is de novo. 
    Hollingshead, 396 Ill. App. 3d at 1099
    , 920
    N.E.2d at 1258.
    ¶ 21   A motion to compel arbitration and to dismiss or stay judicial proceedings is
    similar to a motion to dismiss under section 2-619(a)(9) of the Code of Civil Procedure
    (735 ILCS 5/2-619(a)(9) (West 2010)). 
    Travis, 335 Ill. App. 3d at 1174
    , 782 N.E.2d at
    325.   Section 2-619(a)(9) allows for a dismissal where the claim is barred by an
    affirmative matter that avoids the legal effect of or defeats the claim. 735 ILCS 5/2-
    619(a)(9) (West 2010). Section 2-619(a)(9) provides a means to obtain a summary
    disposition of issues of law or easily proved issues of material fact. Kedzie & 103rd
    Currency Exchange, Inc. v. Hodge, 
    156 Ill. 2d 112
    , 115, 
    619 N.E.2d 732
    , 735 (1993). A
    motion to compel arbitration is essentially a section 2-619(a)(9) motion to dismiss or stay
    an action in the trial court based on an affirmative matter, the exclusive remedy of
    arbitration. 
    Travis, 335 Ill. App. 3d at 1174
    , 782 N.E.2d at 325.
    12
    ¶ 22   When presented with a motion to compel arbitration under section 3 of the Federal
    Arbitration Act (FAA) (9 U.S.C. § 3 (2012)), the trial court's inquiry is limited to certain
    gateway matters, such as whether the parties have a valid written agreement to arbitrate at
    all, and if so, whether the issues in dispute fall within the scope of the arbitration
    agreement. Green Tree Financial Corp. v. Bazzle, 
    539 U.S. 444
    , 452 (2003); Jensen v.
    Quik International, 
    213 Ill. 2d 119
    , 123, 
    820 N.E.2d 462
    , 465 (2004). In deciding those
    questions, a court is not to rule on the potential merits of the underlying claim. AT&T
    Technologies, Inc. v. Communications Workers of America, 
    475 U.S. 643
    , 650 (1986).
    The party seeking to compel arbitration has the burden to establish that the parties have a
    valid agreement to arbitrate and that the controversy falls within the scope of the
    arbitration provision. Hubbert v. Dell Corp., 
    359 Ill. App. 3d 976
    , 983, 
    835 N.E.2d 113
    ,
    121 (2005).
    ¶ 23   Although the arbitration clause at issue states that the rules governing the
    arbitration are controlled by the FAA, it is the court that decides, initially, "the question
    of arbitrability."   (Emphasis in original and internal quotation marks omitted.)
    
    Hollingshead, 396 Ill. App. 3d at 1099
    , 920 N.E.2d at 1258. In this regard, the question
    of arbitrability is decided under the substantive law of the FAA, but the court proceedings
    are governed in accordance with the Illinois rules of procedure, including the procedures
    set forth in section 2(a) of the Illinois Uniform Arbitration Act (Uniform Act) (710 ILCS
    5/2(a) (West 2010)), because this case was filed in the circuit court of Illinois. See
    Comdisco, Inc. v. Dun & Bradstreet Corp., 
    285 Ill. App. 3d 796
    , 801, 
    674 N.E.2d 902
    ,
    905 (1996). Section 2(a) of the Uniform Act states, in pertinent part, that if an opposing
    13
    party denies the existence of an arbitration agreement, the court "shall proceed summarily
    to the determination of the issue so raised and shall order arbitration if found for the
    moving party, otherwise, the application shall be denied." 710 ILCS 5/2(a) (West 2010).
    ¶ 24   Under section 2(a) of the Uniform Act, when a party denies the existence of the
    agreement to arbitrate, the trial court is directed to render a substantive disposition of the
    issues raised by the motion. See Onni v. Apartment Investment & Management Co., 
    344 Ill. App. 3d 1099
    , 1104, 
    801 N.E.2d 586
    , 590-91 (2003); Cohen v. Blockbuster
    Entertainment, Inc., 
    338 Ill. App. 3d 171
    , 177-78, 
    787 N.E.2d 846
    , 851-52 (2003). A
    substantive disposition is not one which merely disposes of the motion in a conclusory
    fashion. 
    Onni, 344 Ill. App. 3d at 1104
    , 801 N.E.2d at 590. A substantive disposition is
    a more considered disposition in which the trial court separately addresses each issue
    raised by the motion, supporting its resolution of each issue with specific factual findings
    or legal reasons. 
    Onni, 344 Ill. App. 3d at 1104
    , 801 N.E.2d at 590.
    ¶ 25   Section 2(a) also directs the trial court to "proceed summarily" to a determination
    of the issues. The directive to "proceed summarily" has been interpreted as a directive to
    conduct a summary proceeding. 
    Onni, 344 Ill. App. 3d at 1105
    , 801 N.E.2d at 591;
    
    Comdisco, 285 Ill. App. 3d at 801
    , 674 N.E.2d at 905. A summary proceeding may be
    defined, generally, as " 'a civil or criminal proceeding in the nature of a trial conducted
    without the formalities (as indictment, pleadings, and a jury) *** and used for the speedy
    and peremptory disposition of some minor matter.' " 
    Comdisco, 285 Ill. App. 3d at 801
    ,
    674 N.E.2d at 905 (quoting Webster's Third New International Dictionary 2289 (1986)).
    Thus, when the trial court is faced with a motion to compel arbitration, the court should
    14
    act expeditiously and without a jury trial to make a substantive determination of whether
    a valid arbitration agreement exists, and to resolve any other issues raised by the motion
    to compel arbitration. 
    Onni, 344 Ill. App. 3d at 1105
    , 801 N.E.2d at 591; 
    Comdisco, 285 Ill. App. 3d at 801
    , 674 N.E.2d at 905.
    ¶ 26   In this case, Santander moved to compel arbitration. Therefore, it had the burden
    to establish whether the parties had a valid written agreement to arbitrate at all, and if so,
    whether the matter in controversy falls within the scope of the arbitration clause, and
    whether there are affirmative matters that defeat the right to arbitration pursuant to
    section 2 of the FAA (9 U.S.C. § 2 (2012)). The issues also raise questions regarding
    whether the arbitration agreement between Sturgill and Triad was assignable, whether the
    actual agreement had, in fact, been assigned to Santander, and whether the arbitration
    clause terminated with the alleged settlement of the purchase of Sturgill's Ford F-150
    vehicle. The trial court also had to consider the affirmative matters raised by Sturgill,
    such as the questions regarding the "Settled in Full Letter" and the "Vehicle Payoff
    Confirmation" email, the authenticity issues raised by Nightengale, and the credibility
    and weight that should be afforded to the Nightengale declaration. Although the trial
    court recognized the existence of the many factual and legal issues raised by the motion
    to compel arbitration, it failed to make a substantive determination of any of these issues
    when it entered its order.     Simply denying Santander's renewed motion to compel
    arbitration leaves this court without any basis for understanding the trial court's reasons
    for its ruling.
    15
    ¶ 27   Where a trial court has failed to articulate any specific reasons for ruling on the
    motion to compel arbitration, the court has not issued a substantive disposition. 
    Onni, 344 Ill. App. 3d at 1104
    , 801 N.E.2d at 590-91; 
    Comdisco, 285 Ill. App. 3d at 801
    , 674
    N.E.2d at 905. In other words, the court has not substantiated the existence or truth of
    any fact that would allow for the denial of the motion. Because there was no substantive
    disposition of the multitude of issues raised by Santander's renewed motion to compel
    arbitration, we cannot say that there was a sufficient showing to sustain the trial court's
    order denying the motion to compel arbitration. 
    Onni, 344 Ill. App. 3d at 1104
    , 801
    N.E.2d at 590-91; 
    Comdisco, 285 Ill. App. 3d at 801
    , 674 N.E.2d at 905. Accordingly,
    we must reverse the order and remand the case to the trial court with instructions to
    proceed summarily, to resolve those issues that can properly be decided by the court
    under the FAA, and to render a disposition with some explanation or substantiation of the
    facts or rules of law that allow for the order entered.
    ¶ 28   In reversing the trial court's order and remanding this matter, we recognize that
    this will require an additional hearing. Our purpose is not to cause unnecessary delay in
    the proceedings.    This case is complex.       The trial court was asked to sort out a
    complicated controversy under the substantive federal law of the FAA, without ruling on
    the potential merits of the underlying claim. In these types of cases, the trial court is at a
    significant disadvantage when the parties do not clearly define the issues. On the two
    occasions when the court heard argument in this case, the court indicated to the parties
    that it did not have sufficient information, that certain documents had been submitted in a
    format that was incapable of being read, and that further discovery should be conducted.
    16
    The record reveals, however, that no additional discovery was conducted to further define
    the issues, and no evidentiary basis was offered for many of the contractual issues and
    defenses raised, thus leaving the court without the clarity it had requested. Moreover, the
    pleadings filed by the parties failed to identify, with specificity, those issues to be decided
    by the court pursuant to the FAA. We anticipate that these matters will be properly
    addressed on remand, so that the trial court will have adequate information upon which to
    render a substantive decision.
    ¶ 29   Finally, following oral arguments on appeal, Santander filed a "Second Motion to
    Supplement Record on Appeal and Clarify Question Asked at Oral Argument." In its
    motion, Santander sought leave to supplement the record with information that occurred
    in the trial court subsequent to the filing of the notice of interlocutory appeal. The
    motion, which was taken with the case, is hereby denied.
    ¶ 30   For the reasons stated, the circuit court's decision to deny Santander's renewed
    motion to compel individual arbitration is reversed, and the cause is remanded for further
    proceedings consistent with this opinion.
    ¶ 31   Reversed and remanded.
    17
    
    2016 IL App (5th) 140380
    NO. 5-14-0380
    IN THE
    APPELLATE COURT OF ILLINOIS
    FIFTH DISTRICT
    ________________________________________________________________________
    FRANKLIN STURGILL, Individually and on Behalf )   Appeal from the
    of All Others Similarly Situated,             )   Circuit Court of
    )   St. Clair County.
    Plaintiff-Appellee,                    )
    )
    v.                                            )   No. 13-L-435
    )
    SANTANDER CONSUMER USA, INC.,                 )   Honorable
    )   Andrew J. Gleeson,
    Defendant-Appellant.                   )   Judge, presiding.
    ________________________________________________________________________
    Opinion Filed:        January 22, 2016
    ________________________________________________________________________
    Justices:         Honorable Judy L. Cates, J.
    Honorable S. Gene Schwarm, P.J., and
    Honorable James R. Moore, J.,
    Concur
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    Attorneys        Michael F. Dahlen, Feirich, Mager, Green, Ryan, 2001 West Main
    for              Street, P.O. Box 1570, Carbondale, IL 62903; Michael D. Richman,
    Appellant        Henry Pietrkowski, Reed Smith LLP, 10 South Wacker Drive,
    Chicago, IL 60606-7507
    ________________________________________________________________________
    Attorney         Shari L. Murphy, The Law Offices of Shari L. Murphy, LLC, P.O.
    for              Box 136, Wood River, IL 62095-0136
    Appellee
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