United States District Court, W.D. Arkansas, Fort Smith Division
BILLY C. LOONEY; GOODWIN & HERMAN ASSOCIATES, LLC, an Arkansas limited liability company; and SILOAM MINERALS, LLC, an Arkansas limited liability company PLAINTIFFS
CHESAPEAKE ENERGY CORPORATION, an Oklahoma corporation; CHESAPEAKE OPERATING, LLC, formerly doing business as CHESAPEAKE OPERATING, INC., an Oklahoma corporation; CHESAPEAKE EXPLORATION, LLC, an Oklahoma limited liability company; and CHESAPEAKE ENERGY MARKETING, LLC, formerly doing business as CHESAPEAKE ENERGY MARKETING, INC., an Oklahoma Corporation DEFENDANTS
ORDER OF FINAL APPROVAL AND JUDGMENT
TIMOTHY L. BROOKS UNITED STATES DISTRICT JUDGE
matter comes before the Court upon the parties' Joint
Motion for Final Approval of the Class Action Settlement
(Doc. 53). The Motion is hereby GRANTED, and the Court makes
the following findings:
Plaintiffs filed their original Complaint on June 3, 2015. An
Amended Complaint was filed on June 23, 2015. Plaintiffs'
Amended Complaint alleges claims for breach of contract,
breach of common law and statutory duties, violations of Ark.
Code Ann. § 15-74-601, et seq. and §
15-74-701, et seq., violations of the Arkansas
Deceptive Trade Practices Act, unjust enrichment, and
accounting of royalties due and owing. Plaintiffs are seeking
compensatory and statutory damages and injunctive relief.
parties have negotiated a Class Settlement Agreement (Doc.
36-1). Through this Class Settlement Agreement, Defendants
will fully and completely satisfy any and all claims of Class
Members by paying Class Members a total payment of $3, 250,
000. The cost of administration of the settlement, class
representative fees and attorneys' fees, and costs of
Class Counsel will be paid from the $3, 250, 000 Settlement
Fund. By entering into the Class Settlement Agreement,
neither Plaintiffs nor Defendants make any admissions
relating to the claims and defenses raised in this lawsuit.
April 1, 2016, the parties filed an Agreed Motion for
Preliminary Approval of Class Settlement Agreement and
Approval of Notice to Settlement Class Members (Doc. 36),
seeking preliminary approval of a Class Settlement Agreement
that resolves the claims of the Settlement Class.
Settlement Class includes the following:
All non-excluded persons and entities who have, during the
Class Period, received one or more gas royalty payments
directly from Chesapeake under an Arkansas Lease, according
to the business records maintained by Chesapeake. The
Settlement Class excludes (i) Chesapeake and their respective
predecessors, successors and affliates; (ii) those persons or
entities whose Owner Numbers are delineated on Exhibit F
attached to the Class Settlement Agreement, all of whom have
reached a resolution with Chesapeake or are presently
litigating their claims outside of the Looney case,
according to Chesapeake's records; (iii) those persons or
entities whose Owner Numbers are delineated on Exhibit G
attached to the Class Settlement Agreement, all of whom were
members of the settlement class in Vanoven et al. v.
Chesapeake Energy Corporation, et al. Case No.
4:10-cv-158-BSM (U.S.D.C. E.D. Ark.), according to
Chesapeake's records; (iv) those persons or entities
whose Owner Numbers are delineated on Exhibit H attached to
the Class Settlement Agreement, all of whom have royalties
that have escheated, according to Chesapeake's records;
(v) the federal government; (vi) legally-recognized Indian
Tribes; and (vii) any person who serves as a judge in this
civil action and his/her spouse.
(Doc. 36-1, p. 8, ¶ 1.32).
Class Settlement Agreement describes the claims that are
being settled on behalf of the Class (defined as the
"Settled Claims"), sets forth the terms of the
parties' settlement, and incorporates the terms of this
Order of Final Approval and Judgment.
After a hearing on the parties' Preliminary Approval
Motion, this Court entered an Order (Doc. 42), dated June 1,
2016 (the "Preliminary Approval Order"),
preliminarily approving the Settlement described in the Class
Settlement Agreement and directing that notice of the
proposed Settlement be mailed to the Settlement Class. The
Court also set a hearing for 1:30 p.m. on September 26, 2016,
to determine whether the proposed Settlement should be given
final approval, as fair, reasonable, and adequate.
accordance with the Court's Preliminary Approval Order,
the Settlement Administrator caused to be mailed to potential
members of the Settlement Class (for whom Defendants had
addresses available from their accounting records) a notice
(the "Settlement Notice") in the form approved by
the Court in the Preliminary Approval Order. The Affidavit of
Brian Manigault (Doc. 53-2) provides additional information
concerning the mailing of the Settlement Notice, as well as
other actions that were undertaken by the Settlement
Administrator to provide notice to the Settlement Class. The
Court now finds that the Settlement Notice constituted the
best and most practicable notice under the circumstances and
included individual notice to all members of the Settlement
Class who could be identified by reasonable efforts, thereby
complying fully with due process and Rule 23 of the Federal
Rules of Civil Procedure.
September 26, 2016, the Court held a final approval hearing,
at which time all interested persons were given an
opportunity to be heard. The Preliminary Approval Order had
afforded Class Members an opportunity to file objections to
the Settlement, and the Court received written objections
from one individual, E. Gary Torelli, and one group known as
the "Cambiano Objectors." During the hearing on September 26,
2016, counsel for the Cambiano Objectors submitted evidence
and presented witnesses regarding their objections. Mr.
Torelli chose not to appear at the hearing.
Court fully considered all objections-save one lodged by Mr.
Torelli concerning the reasonableness of Class Counsel's
request for attorneys' fees, which will be addressed by
separate order-and on October 7, 2016, entered a Memorandum
Opinion and Order on Objections to Final Approval of Class
Action Settlement (Doc. 87), in which the Court overruled all
merits-based objections except one. The one objection that
was sustained by the Court involved the proper procedure for
providing CAFA Notice of Settlement to "the appropriate
State official of each State in which a class member resides,
" pursuant to 28 U.S.C.§ 1715(b). By Proof of
Service dated October 31, 2016 (Doc. 88), Defendants have now
established that they have served notice of the proposed
Class Settlement Agreement on all state attorneys general as
of October 3, 2016. No objections were filed by the deadline,
and thus, the statutory notice requirements are now
satisfied. As a result, the Court finds that no outstanding
merits-based objections exist with respect to the Class
Settlement Agreement, and the CAFA-related objection that was
previously sustained is now MOOT. The Court further finds
that approval of the ...