McIntyre Land Company, Inc. v. Branch Banking and Trust Company, Inc.

[DO NOT PUBLISH]
IN THE UNITED STATES COURT OF APPEALS
FOR THE ELEVENTH CIRCUIT
________________________
No. 19-14221
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D.C. Docket No. 2:12-cv-00555-ALB
In re: MCINTYRE BUILDING COMPANY, INC.,
Debtor.
__________________________________________________________________
MCINTYRE LAND COMPANY, INC.,
Plaintiff-Appellant,
OLD REPUBLIC NATIONAL TITLE INSURANCE COMPANY,
Intervenor-Appellant,
versus
BRANCH BANKING AND TRUST COMPANY, INC.,
Defendant-Appellee.
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Appeals from the United States District Court
for the Middle District of Alabama
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(February 9, 2021)
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Before GRANT, TJOFLAT, and ED CARNES, Circuit Judges.
PER CURIAM:
This case arises out of an adversary proceeding in a bankruptcy case.
McIntyre Land Company and Old Republic National Title Insurance Company
seek to establish that Old Republic owns a first priority mortgage on property
known as Prattville Square and that BB&T, which is a successor in interest to the
FDIC, has no mortgage on that property. BB&T, on the other hand, contends that
it does have a mortgage on Prattville Square with first priority.
Because the parties, the district court, and the bankruptcy court are familiar
with the facts and procedural history of this case, which are well detailed in the
bankruptcy court’s order, see Doc. 1-6 at 2–9, we need not recount them here. It is
enough to say that the bankruptcy court, after finding the proceeding noncore,
ruled that McIntyre Land could not enforce a purported collateral swap agreement
and, as a result, that BB&T has a first priority mortgage on the Prattville Square
property. And the district court, after finding the proceeding core, affirmed.
We also affirm. As for jurisdiction, we agree with the district court’s
conclusion that the proceeding was a core one, for the reasons it explained. See
Doc. 45 at 19–23. Because the proceeding was core, the bankruptcy court had
jurisdiction and, contrary to McIntyre Land’s assertion, the court was not required
to abstain under 28 U.S.C. § 1334(c)(2).
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As for the merits, we agree with the district court and the bankruptcy court
that McIntyre Land cannot enforce the purported collateral swap agreement
because no representative of it signed that document (or any other relevant one), as
required by 12 U.S.C. § 1823(e)(1)(B). The bankruptcy court correctly concluded
that there is no exception to § 1823(e) that frees McIntyre Land from that
subsection’s requirements. See Doc. 1-6 at 18–24. We reach the same bottom line
that the district court and bankruptcy court did in their orders, and for the reasons
stated in them, see Doc. 45 at 24–25; Doc. 1-6 at 19–21, with a few exceptions and
a little explanation.
As indicated, we disagree with the bankruptcy court that this is a non-core
proceeding and agree with the district court’s reasoning about why it is a core
proceeding. We have no occasion to decide whether the D’Oench common law
doctrine applies, because we agree with both courts that the statutory version of it,
12 U.S.C. § 1823(e), does apply. Nor do we have any reason to address any of the
issues the bankruptcy court and district court decided that have not been raised in
this appeal.
Finally, we reject McIntyre Land’s contention that it was entitled to a jury
trial. Even assuming it properly invoked that right, there was no genuine issue of
material fact for a jury to resolve because no representative of McIntyre Land
signed any document that could satisfy § 1823(e).
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AFFIRMED.
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