Dennis v. JPMorgan Chase & Co.

Background

The opinion is a proposed final approval order for a class-action settlement between the representative plaintiffs and JPMorgan Chase & Co. and JPMorgan Chase Bank, N.A. The action also named other defendants, but this order addressed the settlement with JPMorgan. The released claims concerned alleged manipulation of the Bank Bill Swap Rate (BBSW) and financial instruments connected to BBSW, including BBSW-based derivatives.

The settlement class consisted of all people and entities that purchased, acquired, sold, held, traded, or otherwise had an interest in BBSW-based derivatives from January 1, 2003, through August 16, 2016. The United States Government and defendants, their affiliates, agents, and co-conspirators were excluded from the class. Kerant Capital Limited and KPMG Luxembourg S.A., as liquidator of Nordea Bank S.A., validly excluded themselves from the settlement.

Class Certification and Notice

For settlement purposes only, the court reconfirmed that the requirements of Federal Rule of Civil Procedure 23 were satisfied. It found that the class was sufficiently numerous, that common legal and factual questions existed concerning JPMorgan’s alleged manipulation of BBSW and BBSW-based derivative prices, that the representative plaintiffs’ claims were typical, and that the representatives and class counsel adequately represented absent class members. The court also found that common issues predominated and that a class action was the superior method for resolving the controversy.

The court found that the mailed notices, publication notices, website, and class-notice plan were the best practicable notice and reasonably informed class members about the action, the settlement, the right to object or opt out, the fairness hearing, the distribution plan, and requests for fees and incentive awards. No objections were submitted.

Settlement Approval

The court finally approved the settlement under Rule 23 and found it fair, reasonable, adequate, and in the best interests of the settlement class. It found that the settlement resulted from arm’s-length negotiations between experienced counsel, that the class was treated equitably, and that the relief was adequate. The parties were directed to implement the settlement according to its terms.

The court approved the release and covenant not to sue in the settlement agreement. It directed that the action be dismissed against JPMorgan, but not against any other defendant, fully, finally, and with prejudice. The order permanently barred releasing parties and settling class members from pursuing the released claims against JPMorgan or other released parties. It also addressed contribution, indemnification, setoff, and related claims connected to amounts paid or awarded in the action.

The settlement and order were not admissions, adjudications, or evidence of any statutory violation, wrongdoing, liability, damages, or injury by JPMorgan or any released party. The court also stated that its class certification findings applied only to the settlement and would not control future class-certification motions.

Administration and Further Proceedings

The court approved the settlement fiduciary account as a qualified settlement fund, confirmed A.B. Data, Ltd. as settlement administrator, and retained exclusive jurisdiction over implementation, enforcement, disputes, administration costs, and distributions. Class members had to submit a proof of claim and release to receive a share of the net settlement fund, although the claims were released whether or not a member submitted that release.

The request for attorneys’ fees, expense reimbursement, and representative incentive awards was reserved for a separate order. If the settlement were validly terminated, disapproved, or failed to become final under its terms, the order provided that the claims, defenses, class certification, and related settlement actions would be reinstated or vacated as specified in the order.