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Case 8:14-cv-02237-PJM Document 90-8 Filed 01/30/17 Page 1 of 10
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UNITED STATES DISTRICT COURT
FOR THE DISTRICT OF MARYLAND
GREENBELT DIVISION
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ANITA LANN, et a!.,
Plaintiffs,
v.
TRINITY HEALTH
CORPORATION, et a!.,
Defendants.
---------------ANIJ NOTICE
- ,,
Civil Action No.: 14-cv-2237 (PJM)
ORDER PRELIMINARIL
PROCEDURES,
AND CONFIRMING
Y APPROVING
SETTLEMENT
FINAL SETTLEMENT
HEARING
This litigation involves claims for alleged violations of the Employee
Retirement
Income Security Act of 1974, as amended, 29 U.S.c. ~~ I DOl, et seq. ("ERISA"),
with respect to
defined benefit pension plans currently operated as or claimed by Trinity or its subsidiaries
church plans
I
against all Defendants.
approval is a settlement
The terms of the settlement
Settlement Agreement (the "Settlement"
of the litigation as
are set forth in the Class Action
or "Settlement
Agreement"),
executed by counsel on
April 26, 2016 on behalf of all of the Plaintiffs and Defendants (the "Parties").
tiled a Motion for Preliminary
considered
I
2
to be
as of the date the Settlement becomes final and non-appealable.2
Presented to the Court for preliminary
the Settlement
Approval
to detennine,
Plaintiffs have
of the Settlement, pursuant to which the Court has
among other things, whether to approve preliminarily
The Plans are identified in Schedule A of the Class Action Settlement Agreement.
Capitalized terms not otherwise defined in this order shall have the same meaning as ascribed
to them in the Class Action Settlement Agreement.
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Case 8:14-cv-02237.PJM
the Settlement,
certify preliminarily
Notice to members
Document 90-8
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a Settlement Class, authorize the dissemination
of the Settlement
Hearing. Upon reviewing
Filed 01/30/17
of Class
Class, and set a date and time for the Final Fairness
the Settlement
Agreement,
it is hereby ORDERED,
ADJUDGED
AND DECREED as follows:
I.
Class Findings. The Court preliminarily
Rules of Civil Procedure. the United States Constitution,
applicable
finds that the requirements
of the Federal
the Rules of the Court and any other
law have been met as to the Settlement Class defined below. in that:
(a)
The Court preliminarily
finds that the Settlement Class is ascertainable
from records kept with respect to the Plans, and from other objective criteria, and the
members of the Settlement
impracticable.
Class are so numerous that their joinder before the Court would be
Rule 23(a)( I) is satisfied.
(b)
The Court preliminarily
finds that there are one or more questions of fact
and/or law common to the Settlement Class. Rule 23(a)(2) is satisfied.
(c)
The Court preliminarily
finds that the Named Plaintiffs'
claims are typical
of the claims of the Settlement Class. Rule 23(a)(3) is satisfied.
(d)
adequately
interests
The Court preliminarily
finds that the Named Plaintiffs will fairly and
protect the interests of the Settlement
and the nature of claims alleged
Class in that: (i) the Named Plaintiffs'
are consistent
with those of the members
of the
Settlement Class; (ii) there appear to be no conflicts between or among the Named Plaintiffs and
the Settlement Class; and (iii) the Named Plaintiffs and the members of the Settlement Class are
represented
by qualified.
large, complicated
(e)
reputable counsel who are experienced
and prosecuting
ERISA class actions. Rule 23(a)(4) is satisfied.
The Court preliminarily
finds that the prosecution
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in preparing
of separate actions by
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Case 8:14-cv-02237-PJM
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individual members of the Settlement Class would create a risk of: (i) inconsistent
adjudications
as to individual class members that would establish incompatible
conduct for Defendants;
or (ii) adjudications
or varying
standards of
as to individual class members that would, as a
practical matter, be dispositive
of the interests of the other members not parties to the
adjudications,
impair or impede those persons'
or substantially
ability to protect their interests.
Rule 23(b)( I) is satisfied.
(I)
Alternatively,
the Court preliminarily
refused to act on grounds generally applicable
be subject to appropriate
and Keller Rohrback
representing
to the Settlement
final injunctive relief or corresponding
to the Settlement Class as a whole.
(g)
finds that Defendants
have acted or
Class, and such conduct may
declaratory
relief with respect
Rule 23(b)(2) is satisfied.
The Court preliminarily
finds that Cohen Milstein Sellers & Toll, PLLC,
L.L.P. ("Class Counsel")
are capable of fairly and adequately
the interests of the Settlement
identifying or investigating
Class. Class Counsel have done extensive work
potential claims in the action and have litigated the validity
claims through a motion to dismiss the case. Class Counsel
are experienced
in handling class
actions, other complex litigation, and claims of the type asserted in the Consolidated
Class Counsel are knowledgeable
about the applicable
of those
Action.
law and have committed the necessary
resources to represent the Settlement Class. Rule 23(g) is satisfied.
2.
preliminarily
Class Certification.
Based on the findings
set forth above, the Court
certifies the following class under Federal Rules of Civil Procedure 23(b)( I)
and/or (2) and nee)
in this litigation (the "Settlement
Class"):
All participants (whether vested or non-vested) in or beneficiaries of any of the
Plans identified in Schedule A of the Settlement Agreement on or before the
Effective Date of Settlement.
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The Court preliminarily
Thomas Holland,
appoints Anita Lann, Jean Atcherson,
the Named Plaintiffs, as the class representatives
and Cohen Milstein Sellers & Toll, PLLC and Keller Rohrback
Albert R. Chavies,
for the Settlement
and
Class,
L.L.P. as Class Counsel for the
Settlement Class.
3.
Preliminary
Findings Regarding Proposed Settlement. The Court preliminarily
finds that: (a) the proposed
negotiations.
Settlement
including participating
resulted from informed,
extensive
in multiple mediation sessions;
arm's-length
(b) Class Counsel has
concluded that the proposed Settlement is fair, reasonable, and adequate; and (c) the proposed
Settlement
is sufficiently
fair, reasonable,
and adequate to warrant sending notice of the
Settlement to the Settlement Class.
4.
order, or
Final'Fairness
&pL, 2017,
Hearing. A hearing is scheduled for I '7 days after the entry of this
at z.;OO-jJTI. (the "Fairness Hearing") to determine, among other things:
(a)
Whether the Settlement should be approved as fair, reasonable,
(b)
Whether the Complaints
and
adequate;
should be dismissed
with prejudice pursuant to
the terms of the Settlement Agreement;
(c)
constituted
Whether the Class Notice provided for by the Settlement Agreement:
the best practicable
under the circumstances,
notice; (ii) constituted
notice that was reasonably calculated.
to apprise members of the Settlement Class of the pendency of the
litigation, their right to object to the Settlement,
Hearing; (iii) was reasonable and constituted
entitled to notice; and (iv) met all applicable
Procedure. and any other applicable
and their right to appear at the Fairness
duc, adequate, and sufficient
requirements
law;
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(i)
notice to all persons
of the Federal Rules of Civil
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(d)
Whether Class Counsel adequately
purposes of entering into and implementing
(e)
represented
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the Settlement Class for
the Settlement Agreement;
Whether the application for payment for attorneys'
fees and expenses
to
Class Counsel should be approved; and
(I)
Whether the application for an incentive award for the Named Plaintiffs
Anita Lann, Jean Atcherson, Albert R. Chavies, and Thomas Holland, as well as Plaintiff Mary
Beth Henrick (collectively
5.
"Plaintiffs")
should be approved.
Class Notice. Proposed
forms of the Class Notice, and letters to the Group B
and Group C class members arc attached
the Court finds that these materials
hereto. With respect to such Class Notice documents.
and documents
fairly and adequately:
(a)
Describe the terms and effect of the Settlement Agreement;
(b)
Notify the Settlement Class that Class Counsels'
Plaintiffs'
attorney fees and expenses, and
incentive awards, will be paid according to ~~ 8.1.5 and 8.1.6 of the Settlement
Agreement;
(c)
Give notice to the Settlement Class of the time and place of the Fairness Hearing;
(d)
Advise members of the Settlement Class that they do not have the right to opt out
of the Settlement Class;
(e)
Advise members of the Settlement Class of the binding effect ofajudgment
on
members of the Settlement Class; and
(I)
Describe how the recipients of the Class Notice may object to any of the relief
requested. The Court directs that Class Counsel shall:
(i)
Motion
By no later than forty-five (45) days after
for Preliminary
Approval,
grants
the
cause the Class Notice, with such non-substantive
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the Court
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Case 8:14-cv-02237-PJM
modifications
the Settlement
Document 90-8
Filed 01/30/17
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thereto as may be agreed upon by the Parties, to be sent to each Person within
Class who can be identified by the Plans' current recordkeeper.
Such notice
shall be in a form that the Parties have deemed to be cost effective, sent to the last known
address for members of the Settlement Class. Trinity will pay the cost for notice to the
Settlement Class as part of the settlement administration.
(ii)
Motion
By no later than forty-five (45) days after
for Preliminary
Approval,
the Court
grants
the
cause the Settlement Agreement and the Class Notice
to be published on the websites identified in the Class Notice.
(iii)
At or before the Fairness Hearing, Class Counsel shall file with the Court
proof of timely compliance
with the foregoing Class Notice mailing and publication
requirements.
(iv)
By no later than forty-five (45) days before the Fairness Hearing. Class
Counsel shall tile motions for final approval of the Settlement, attorneys'
fees and expenses, and
an incentive award to the Plaintiffs.
6.
Objections to Settlement. Any member of the Settlement Class who wishes to
object to the fairness, reasonableness,
Settlement
Agreement,
application
for an incentive
later than twenty-eight
or adequacy of the Settlement,
to the application
award
for payment of attorneys'
for Plaintiffs, may timely
to any term of the
fees and expenses, or to the
file an objection
in writing no
(28) days prior to the Fairness Hearing. All written objections and
supporting papers must: (a) clearly identify the case name and number "[ann v. Trinity Health
Corporation. Case No. 14-cv-02237 (PJM), Chavies et al. v. Catholic Health East. et al" Case
No. 16-cv-1417 (PJM);" (b) be filed with the Court and postmarked and mailed to Class Counsel
and Defendants'
Counsel at the addresses below on or before twenty-eight
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(28) days before the
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Case 8:14-cv-02237-PJM
Document 90-8
Fairness Hearing; (c) set forth the objector's
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full name, current address, and telephone number;
(d) set forth a statement of the position the objector wishes to assert, including the factual and
legal grounds for the position; (e) set forth the names and a summary of testimony of any
witnesses that the objector might want to call in connection with the Objection; (I) provide
copies of all documents that the objector wishes to submit in support of hislher position; (g)
provide the name(s), address(es) and phone number(s) of any attomey(s)
representing
the
objector; (h) state the name, court, and docket number ofany class action litigation in which the
objector or his/her attomey(s)
has previously appeared as an objector or provided legal assistance
with respect to an objection; and (i) include the objector's
signature.
The addresses for filing objections with the Court and service on counsel are as follows:
To the Court:
Clerk of the Court
United States District Court
District of Maryland
Greenbelt Division
6500 Cherrywood Lane
Greenbelt, MD 20770
Re: Lann et al. v. Trinity Health Corporation et al.. Case No. 14-cv-2237 (PJM);
Chavies et al. v. Catholic Health East. et aI., Case No. 16-cv-1417 (PJM)
To Class Counsel:
Michelle Yau
COHEN MILSTEIN SELLERS & TOLL, PLLC
1100 New York Avenue, N.W.
Suite 500, West Tower
Washington, D.C. 20005
Fax: (202) 408-4699
Lynn Lincoln Sarko, Esq.
KELLER ROHRBACK L.L.P
1201 Third Avenue, Suite 3200
Seattle, WA 9810 I
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Fax: (206) 623-3384
To Defendants'
Counsel:
Howard Shapiro
PROS KAUER ROSE, LLP
650 Poydras Street, Suite 1800
New Orleans, LA 70130
Fax: (504) 310-2022
Brian T, Ortelere
MORGAN, LEWIS & BOCKIUS LLP
170 I Market Street
Philadelphia, PA 19103-2921
Fax: (215) 963-500 I
If an objector hires an attorney to represent him or her for the purposes
objection
appearance
pursuant
to this paragraph,
the attorney
of making such
must both effect service of a notice of
on counsel listed above and file it with the Court by no later than twenty-eight
(28) days before the date of the Fairness Hearing. Any member of the Settlement Class or other
Person who does not timely file and serve a written objection complying
paragraph
shall be deemed to have waived, and shall be foreclosed
with the terms of this
from raising, any
objection to the Settlement, and any untimely objection shall be barred.
The deadline for (a) Plaintiffs'
reply in support of motions for final approval, attorneys'
fees and expenses, and Incentive Award to Plaintiffs, and (b) forthe Parties to respond to any
comments or objections,
7.
shall be seven (7) days prior to the date of the Fairness Hearing.
Appearance
at Fairness
written objection in accordance
Hearing. Any objector
who files and serves a timely,
with paragraph 6 above, may also appear at the Fairness
Hearing either in person or through counsel retained at the objector's
expense. Objectors or their
attorneys intending to appear at the Fairness Hearing must effect service of a notice of intention
to appear setting forth, among other things, the name, address, and telephone
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number of the
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objector (and. if applicable.
Document 90-8
Filed 01/30/17
Page 9 of 10
the name. address. and telephone number of the objector's
on Class Counsel and on the Defendants'
attorney)
counsel (at the addresses set out above). The objector
must also file the notice of intention to appear with the Court by no later than twenty-eight
(28)
days before the date of the Fairness Hearing. Any objector who does not timely file and serve a
notice of intention to appear in accordance
with this paragraph
shall not be permitted to
appear at the Fairness Hearing, except for good cause shown.
8.
hereby
Notice Expenses. The expenses of printing and mailing all Class Notices required
shall be paid by Trinity
as provided
in Paragraph 3.2.4 of the Settlement
Agreement.
9.
Service of Papers. Defendants'
counsel and Class Counsel shall promptly furnish
each other with copies of any and all objections that come into their possession.
10.
without
Termination
prejudice
of Settlement. This Order shall become null and void, and shall be
to the rights of the Parties, all of whom shall be restored to their
respective positions existing immediately
is terminated
in accordance
before this Court entered this Order, if the Settlement
with the Settlement
Agreement.
In such event. Section 10 of the
Settlement Agreement shall govern the rights of the Parties.
II.
Use of Order. In the event this Order becomes of no force or efrect, it shall
not be construed
or used as an admission,
concession,
or declaration
by or against the
Defendants, the Named Plaintiffs or the Settlement Class.
12.
Continuance
of Hearing. The Court may continue the Final Fairness Hearing
without further written notice.
SO ORDERED
this
...3
day of
~'% f3
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