Wire Harness - End-Payor Actions

Filing 209

ORDER GRANTING END-PAYOR PLAINTIFFS 205 MOTION FOR PRELIMINARY APPROVAL OF SETTLEMENT WITH DEFENDANTS LEAR CORPORATION AND KYUNGSHIN-LEAR SALES AND ENGINEERING, LLC AND PROVISIONAL CERTIFICATION OF A SETTLEMENT CLASS ORDER. Signed by District Judge Marianne O. Battani. (KDoa)

Exhibit B to the Settlement Agreement
IN THE UNITED STATES DISTRICT COURT
FOR THE EASTERN DISTRICT OF MICHIGAN
SOUTHERN DIVISION

IN RE: AUTOMOTIVE PARTS
ANTITRUST LITIGATION

PRODUCT(S):
AUTOMOTIVE WIRE HARNESSES

This Document Relates to:
ALL END-PAYOR ACTIONS

:
: 12-md-02311
:
:
:
: Hon. Marianne O. Battani
:
:
:
:
:
: Case No. 12-cv-00103
:
:

ORDER GRANTING END-PAYOR PLAINTIFFS’ MOTION
FOR PRELIMINARY APPROVAL OF SETTLEMENT WITH
DEFENDANTS LEAR CORPORATION AND KYUNGSHINLEAR SALES AND ENGINEERING, LLC AND
PROVISIONAL CERTIFICATION OF A SETTLEMENT CLASS
Upon consideration of End-Payor Plaintiffs’ Motion for Preliminary Approval of
Settlement with Defendants Lear Corporation (“Lear”) and Kyungshin-Lear Sales and
Engineering, LLC (“KL Sales”) and Provisional Certification of a Settlement Class (the
“Motion”), it is hereby ORDERED as follows:
1.

The Motion is hereby Granted.

2.

Unless otherwise set forth herein, defined terms in this Order shall have the same

meaning ascribed to them in the Settlement Agreement.
Preliminary Approval of Settlement Agreement
3.

This Court has jurisdiction over this action and each of the parties to the

Settlement Agreement.

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4.

The terms of the Settlement Agreement are hereby preliminarily approved,

including the release contained therein, as being fair, reasonable, and adequate to the Settlement
Class, subject to final approval at a Fairness Hearing.

The Court finds that the Settlement

Agreement was entered into at arm’s length by experienced counsel and is sufficiently within the
range of reasonableness that notice of the Settlement Agreement should be given, pursuant to a
plan to be submitted by Settlement Class Counsel and approved by the Court at a later date as
provided in this Order. The Court further finds there is a sufficient basis for notifying the class
of the proposed settlement, pursuant to the Notice Motion (defined in paragraph 9 below), to be
submitted by End-Payor Plaintiffs for Court approval, and for enjoining class members from
proceeding in any other action pending the conclusion of the Fairness Hearing.
Class Certification
5.

Pursuant to Rule 23 of the Federal Rules of Civil Procedure and in light of the

proposed settlement, the Court hereby finds that the prerequisites for a class action have been
met and provisionally certifies the following class for settlement purposes (the “Settlement
Class”):

All persons and entities from January 1, 2000 through May 5, 2014 who: (1)
purchased or leased a new motor vehicle in the United States for personal use and
not for resale which included one or more Automotive Wire Harness System(s) as
a component part, which were manufactured or sold by a Defendant, any current
or former subsidiary of a Defendant or any co-conspirator of the Defendants, or
(2) indirectly purchased one or more Automotive Wire Harness System(s) as a
replacement part, which were manufactured or sold by a Defendant, any current
or former subsidiary of a Defendant or any co-conspirator of the Defendants.
Excluded from the Settlement Class are Defendants, their parent companies,
subsidiaries and affiliates, any co-conspirators, federal government entities and
instrumentalities of the federal government, states and their subdivisions, agencies
and instrumentalities, and persons who purchased Automotive Wire Harness
Systems directly for resale.

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6.

The Court finds that provisional certification of the Settlement Class is warranted

in light of the Settlement Agreement because:

(a) the Settlement Class is so numerous that

joinder is impracticable; (b) End-Payor Plaintiff Class representatives’ claims present common
issues of law and fact and are typical of the Settlement Class; (c) End-Payor Plaintiff Class
representatives and Settlement Class Counsel (defined below) will fairly and adequately
represent the Settlement Class; and (d) common issues predominate over any individual issues
affecting the members of the Settlement Class. The Court further finds that End-Payor Plaintiff
Class representatives’ interests are aligned with the interests of all other members of the
Settlement Class. The Court also finds settlement of this action on a class basis superior to other
means of resolving the matter.
Appointment of Settlement Class Counsel
7.

The Court hereby appoints Cotchett, Pitre & McCarthy LLP, Robins, Kaplan,

Miller & Ciresi L.L.P., and Susman Godfrey L.L.P. as Settlement Class Counsel, having
determined that the requirements of Rule 23(g) of the Federal Rules of Civil Procedure are fully
satisfied by this appointment.
8.

Each End-Payor Plaintiff Class representative named in the Complaint will serve

as End-Payor Plaintiff Class representative on behalf of the Settlement Class.
Notice to Potential Class Members
9.

Prior to the Fairness Hearing, Settlement Class Counsel shall utilize the best

available means of providing notice of the Settlement Agreement and the Fairness Hearing to all
persons affected by and/or entitled to participate in the Settlement Agreement, in full compliance
with the notice requirements of Rule 23 of the Federal Rules of Civil Procedure and due process
of law. Such means of providing notice will be addressed in a subsequent Order following

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submission by End-Payor Plaintiffs at a later date of a proposal for notice to the Settlement Class
and related forms for notice, claims, and distribution (“Notice Motion”).
10.

The Notice Motion shall include a proposed form of, method for, and date of

dissemination of notice, consistent with the Settlement Agreement. The date on which the notice
is mailed shall be the “Notice Date.”
11.

Notice to members of the Settlement Class, except statutory notice required to be

given by Lear and KL Sales pursuant to 28 U.S.C. § 1715, shall be the responsibility of
Settlement Class Counsel.
Other Provisions
12.

As of the date of the entry of this Order, End-Payor Plaintiffs and all members of

the Settlement Class shall be preliminarily enjoined from commencing, prosecuting, or
continuing any action against Lear and/or KL Sales based upon or related to the Released Claims
pending Final Approval of the settlement or until such time as this Court lifts such injunction by
subsequent order.
13.

In the event that the Settlement Agreement is terminated in accordance with its

provisions, the Settlement Agreement and all proceedings had in connection therewith shall be
null and void, except insofar as expressly provided to the contrary in the Settlement Agreement,
and without prejudice to the status quo ante rights of End-Payor Plaintiffs, Lear, KL Sales, or the
members of the Settlement Class.
14.

The Court’s provisional certification of the Settlement Class as provided herein is

without prejudice to, or waiver of, the rights of any Defendant to contest certification of any
other class proposed in these coordinated actions. The Court’s findings in this Order shall have
no effect on the Court’s ruling on any motion to certify any class in these actions or on the

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Court’s ruling(s) concerning any Defendant’s motion; and no party may cite or refer to the
Court’s approval of the Settlement Class as persuasive or binding authority with respect to any
motion to certify any such class or any Defendant’s motion.
15.

The Court approves the establishment of the escrow account under the Settlement

Agreement as a qualified settlement fund (“QSF”) pursuant to Internal Revenue Code Section
1.468B-1 and the Treasury Regulations promulgated thereunder, and retains continuing
jurisdiction as to any issue that may arise in connection with the formation and/or administration
of the QSF.

Settlement Class Counsel are, in accordance with the Settlement Agreement,

authorized to expend funds from the QSF for the payment of the costs of notice, payment of
taxes, and settlement administration costs.
16.

If the Settlement Agreement is terminated or is ultimately not approved, any of

the parties may seek to modify any Court-ordered schedule to ensure that the End-Payor
Plaintiffs, Lear, and KL Sales will have sufficient time to prepare for the resumption of litigation,
including but not limited to the completion of discovery, preparation of expert reports, the filing
of class certification motion(s), the filing of summary judgment motion(s), and preparation for
trial. The End-Payor Plaintiffs, Lear, and KL Sales have agreed, and the Court so orders, that
this Settlement Agreement and its contents, including its exhibits, and any and all statements,
negotiations, documents, and discussions associated with it, shall not be deemed or construed to
be an admission or evidence of any violation of any statute or law or of any liability or
wrongdoing or of the truth of any of the claims, allegations, or defenses contained in the
complaints in the Actions or any other pleading or filing, and evidence thereof shall not be
discoverable or used, directly or indirectly, in any way, whether in the Actions or in any other
action or proceeding.

Neither this Settlement Agreement, nor any of the negotiations or

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proceedings connected with it, nor any other action taken to carry out its terms by Lear and/or
KL Sales shall be referred to, offered as evidence, or received in evidence in any pending or
future civil, criminal, or administrative action or proceedings, except in a proceeding to enforce
this Settlement Agreement, or to defend against the assertion of the Released Claims, or as
otherwise required by law.
17.

The litigation against Lear and KL Sales is stayed except to the extent necessary

to effectuate the Settlement Agreement.

IT IS SO ORDERED
Date: July 3, 2014

s/Marianne O. Battani
MARIANNE O. BATTANI
United States District Judge

CERTIFICATE OF SERVICE
The undersigned certifies that the foregoing Order was served upon counsel of record via the Court's ECF
System to their respective email addresses or First Class U.S. mail to the non-ECF participants on July 3,
2014.

s/ Kay Doaks
Case Manager

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