United States District Court, D. Massachusetts
FINDINGS OF FACT AND CONCLUSIONS OF LAW ON PLAINTIFFS' MOTION FOR AWARD OF ATTORNEYS' FEES AND EXPENSES TO SETTLMENT CLASS COUNSEL
NATHANIEL M. GORTON, District Judge.
Under Federal Rules of Civil Procedure 23(h)(1) and 54(d)(2), Plaintiffs in this class action have moved for an award of attorneys' fees and expenses to Settlement Class Counsel. Under Rule 23(h)(3), the Court must make findings of fact and state its conclusions of law. The Court does so, as follows, in granting the motion:
I. Findings of Fact
1. This class-action settlement resolves a property-rights dispute that arises out of the installation of fiber-optic cable on railroad rights of way by Sprint Communications Company L.P., CenturyLink Communications, LLC f/k/a Qwest Communications Company, LLC, and WilTel Communications, LLC ("the Settling Defendants"). The claims resolved by the Settlement affect parcels of land in Massachusetts covering approximately 260 miles of rights of way throughout the state.
2. On December 4, 2014, the Court entered an order preliminarily approving the Settlement, certifying the Settlement class and approving the form and manner of notice. On January 23, 2015, the claims administrator mailed notices to 6, 359 current and prior property owners along railroad rights of way in Massachusetts containing telecommunications facilities installed by the Settling Defendants and opened a Settlement call center and website. The notice, which was posted on the website, advised in pertinent part:
The Court will decide how much Class Counsel and any other lawyers will be paid. Class Counsel will ask the Court for attorneys' fees, costs and expenses of $597, 000....The Defendants will separately pay these fees and expenses and the payment will not reduce the benefits available for the Class.
Notice ¶ 24. The Notice further advised that the Court would hold a Fairness Hearing on April 8, 2015, at which time the Court would "consider how much to pay Class Counsel." Id . ¶ 27. On April 8, 2015, the Court held the final Fairness Hearing.
3. The Settlement Agreement provides in pertinent part:
Settlement Class Counsel may seek from the Court a cash award of fees and expenses from the Settling Defendants, in an amount not to exceed the Maximum Attorneys' Fee Award, to which the Settling Defendants will not object.
Settlement Agreement § II.E.1. The Settlement Agreement defines the Maximum Attorneys' Fee Award as $868, 000. By order dated November 13, 2014, the Court conditioned preliminary approval of the settlement on the reduction of the originally requested $868, 000 fee-and-expense award to no more than 25% of the gross value of the settlement, to which Plaintiffs' counsel agreed by reducing the request to $597, 000. The Settlement Agreement further provides that
the Settling Defendants shall deposit any attorneys' fee award approved by the Court, which shall not exceed the Maximum Attorneys' Fee Award, into the interest-bearing escrow account established with U.S. Bank in New York, New York, no later than ten (10) days after the date on which the Order and Judgment becomes Final.
Settlement Agreement § II.E.2.
4. The escrow account established with U.S. Bank is a Qualified Settlement Fund within the meaning of Treasury Regulation § 1.468B. The escrow account is maintained by U.S. Bank in New York, New York, with the Garretson Firm Resolution Group, Inc. ("GFRG") serving as the Fund Administrator. These arrangements are consistent with the terms of an Escrow Agreement entered into as of August 26, 2011 between certain Settlement Class Counsel, U.S. Bank and GFRG.
5. Settlement Class Counsel estimate that approximately $1, 480, 000 in cash benefits are available for class members to claim. Administrative costs (to be paid separately by the Settling Defendants) in creating and updating a sophisticated database to notify class members, implement the Settlement and process claims, are estimated at an additional $313, 000. The agreed-to attorneys' fees and non-taxable costs of $597, 000 (which will ...