Dennis v. JPMorgan Chase & Co.

Background

The court held a fairness hearing on November 1, 2022, concerning the representative plaintiffs’ motion for final approval of a settlement with National Australia Bank Limited (NAB). The settlement agreement was dated December 10, 2021. The action alleged manipulation of BBSW and prices of BBSW-based derivatives and referenced claims under federal antitrust, commodities, racketeering, and other laws. The order did not decide whether NAB or any other defendant had violated the law.

Settlement Class and Notice

For settlement purposes only, the court finally certified a class consisting of all persons, including entities and individuals, who purchased, acquired, sold, held, traded, or otherwise had an interest in BBSW-based derivatives during January 1, 2003, through August 16, 2016. The class also included certain BBSW-based deposits or loans, prime bank bills or eligible securities, and similar financial instruments, subject to the geographic and person-based limits stated in the order. Defendants, their specified affiliates and agents, alleged co-conspirators, and the United States Government were excluded.

The court found that the requirements for a settlement class under Rule 23 of the Federal Rules of Civil Procedure were satisfied, including numerosity, common questions, typicality, adequate representation, predominance, and superiority. Richard Dennis, Orange County Employees Retirement System, Fund Liquidation Holdings, LLC, and any subsequently named plaintiffs were approved as settlement representatives. Lowey Dannenberg, P.C. and Lovell Stewart Halebian Jacobson LLP were appointed class counsel.

The court found that the mailed, published, website, and other notice provided the best practicable notice and informed class members about the settlement, exclusion and objection rights, the distribution plan, and requests for fees, expenses, and incentive awards. Two class members—Kerant Capital Limited and KPMG Luxembourg S.A., as liquidator of Nordea Bank S.A.—were validly excluded. The court stated that no objections had been submitted.

Ruling

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

The order approved the release and covenant not to sue in the settlement and directed dismissal of the action against NAB and the defined released parties, fully, finally, and with prejudice. It did not direct dismissal against any other defendant. The order permanently barred and enjoined specified lawsuits and proceedings based on the released claims, as well as certain claims for contribution, indemnification, set-off, or similar relief.

Settling class members must submit a proof of claim and release containing the required release and covenant not to sue to receive a share of the net settlement fund. The claims were nevertheless released under the settlement whether or not a class member executed that document. A.B. Data, Ltd. was confirmed as settlement administrator. The court approved the distribution plan and proof-of-claim form, reserved jurisdiction to administer and enforce the settlement, and stated that fees, expenses, and incentive awards would be addressed in a separate order.

The order also stated that the settlement, related negotiations, and approval order were not admissions, adjudications, or evidence of wrongdoing, liability, damages, or the truth of the allegations. The class certification and other findings were limited to this settlement and did not bind future requests for class certification in the litigation.