C&C Investment Properties, LLC v. Trustmark National Bank

Glen Collins (plaintiff) and his wife, Charlotte, formed C&C Investment Properties, LLC (plaintiff) to buy, rent, and flip real estate. C&C bought foreclosed properties from Heritage Banking Group (defendant) and financed the purchases through promissory notes secured by deeds of trust and personally guaranteed by the Collinses. Under an alleged side agreement with Heritage, C&C would pay Heritage the amount that Heritage paid for the properties at foreclosure, and Heritage would later refinance the properties to reflect their postrenovation value. C&C eventually stopped paying Heritage because C&C claimed that Heritage was no longer complying with the side agreement. C&C defaulted on the notes and guaranties, and Heritage foreclosed on the properties. Glen Collins and C&C sued Heritage for breach of contract and fraudulent inducement. During the lawsuit, Heritage was declared insolvent, and the Federal Deposit Insurance Corporation (FDIC) (defendant) was appointed as receiver. The FDIC sold some of Heritage’s assets, including the C&C notes and guaranties, to Trustmark National Bank (defendant). Collins and C&C amended the complaint to add Trustmark as a defendant. Trustmark moved for summary judgment, asserting that C&C’s claims were barred by 12 U.S.C. § 1823(e) because the claims were based on an unwritten side agreement. C&C argued that there was a material factual dispute about whether the side agreement was in writing, because Heritage’s division president had testified that the side agreement was described in an email or some other written communication. The district court granted Trustmark’s motion, and C&C appealed.