Dennis v. JPMorgan Chase & Co.

Background

The order concerns a proposed class-action settlement between the representative plaintiffs and Credit Suisse AG and Credit Suisse Group AG. The action alleged conduct involving manipulation of BBSW and the prices of BBSW-based derivatives. The settlement’s defined class included natural persons 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, inclusive. The order excluded defendants, their specified affiliates and agents, alleged co-conspirators, and the United States Government.

The settlement released claims relating to BBSW-based derivatives and certain BBSW-based deposits, loans, Prime Bank Bills, Prime Bank eligible securities, and similar financial instruments, subject to the order’s stated limits. The released claims included allegations under federal and state law, including the Sherman Act, the Commodity Exchange Act, and the Racketeer Influenced and Corrupt Organizations Act. The order expressly preserved certain claims, including claims against defendants other than Credit Suisse and specified claims involving former Credit Suisse employees or later-added non-Credit Suisse defendants.

Class certification and notice

For settlement purposes only, the court finally certified the settlement class under Federal Rule of Civil Procedure 23. The court found that the class was sufficiently numerous, that common legal and factual questions existed, that the representative plaintiffs’ claims were typical, and that their interests did not conflict with absent class members. It also found that class counsel adequately represented the class, that common issues predominated, and that a class action was superior to other methods of resolving the controversy.

The court approved Richard Dennis and Orange County Employees Retirement System as representative plaintiffs for the settlement and appointed Lowey Dannenberg, P.C. and Lovell Stewart Halebian Jacobson LLP as class counsel. It found that mailed notice, publication, website notice, and the class-notice plan were the best practicable notice and gave class members a fair opportunity to exclude themselves, object, appear at the fairness hearing, and address the settlement and related requests. The court stated that no objections were submitted. It recognized two valid exclusions: Kerant Capital Limited and KPMG Luxembourg S.A. as liquidator of Nordea Bank S.A.

Ruling

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 directed the parties to carry out the settlement agreement, approved the settlement fiduciary account, and approved the distribution plan and proof-of-claim and release form.

The order bound settling class members to the settlement agreement and provided that the settlement and order would have preclusive effect regarding the released claims. A settling class member had to sign the required release and promise not to sue to receive a share of the net settlement fund, but the order stated that the claims would be released even if the member did not sign those documents. The court also permanently barred covered claims against Credit Suisse and released parties, including related contribution and indemnification claims as described in the order.

The court directed dismissal of the action against Credit Suisse and released parties fully, finally, and with prejudice. It did not dismiss the action against any other defendant. The order stated that the settlement and approval were not admissions of wrongdoing, liability, or the truth of the allegations, and it reserved the court’s jurisdiction over settlement implementation and enforcement. The request for attorneys’ fees, expense reimbursement, and incentive awards was reserved for a separate order by Judge Lewis A. Kaplan.