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In re Broiler Chicken Antitrust Litigation

United States District Court, N.D. Illinois, Eastern Division

December 9, 2019

In re Broiler Chicken Antitrust Litigation

          MEMORANDUM OPINION AND ORDER

          Honorable Thomas M. Durkin United States District Judge

         Fieldale Farms is one of a number of industrial producers of chicken meat that are defendants in this case. At the outset of the case, the Court appointed interim counsel for three putative plaintiff classes of purchasers of chicken meat: (1) direct purchasers; (2) indirect purchasers; and (3) end-user consumers. Fieldale settled with the direct purchaser class, and the Court approved the agreement in accordance with Federal Rule of Civil Procedure 23. Despite the settlement agreement, direct purchaser plaintiffs Winn-Dixie Stores, Inc. and Bi-Lo Holdings, LLC (together “Winn-Dixie”) filed an amended complaint against Fieldale. Fieldale has filed a motion to enforce the settlement agreement and dismiss Winn-Dixie's claims. R. 2670. That motion is granted.

         Analysis

         I. Estoppel

         Winn-Dixie argues first that Fieldale is equitably estopped from seeking to enforce the final approval order because Winn-Dixie “reasonably relied on the unequivocal statement . . . in the email from the Claims Administrator that the opt out notice letter was timely and certainly that it was not untimely.” R. 3064 at 5. The “opt out notice letter” Winn-Dixie references is a letter it sent to the administrator, post-marked October 16, 2018, asking to be excluded from the class. See R. 1369-5 at 42-44. The “unequivocal statement” Winn-Dixie contends it relied on was sent on October 25, 2018, and stated in full:

Your Request for Exclusion from In re Broiler Chicken Antitrust Litigation has been received and processed for the entities named in your request. However, your Request for Exclusion mentions affiliates and subsidiaries that were not specifically identified. Please provide a comprehensive list of all affiliates and subsidiaries for whom you are requesting exclusion. Without specifically identifying each related entity, including name and address, the Request for Exclusion may not be applied to the related entities. Please forward that requested information by November 8, 2018. Please note that the Court may determine the validity of any Request for Exclusion.

         R. 3064-1 at 2. Four days later, the administrator filed papers with the Court in support of the settlement's approval. See R. 1369. The administrator rejected Winn-Dixie's opt out request because it was post-marked after the October 15, 2018 deadline. See R. 1369-4 at 6 (¶ 17); R. 1369-5 at 46. Winn-Dixie did not object to its exclusion from the preliminary opt out list, nor did it object to its exclusion from the final opt out list, see R. 1408, nor at the time the Court enter the final approval order, see R. 1414.

         The Court disagrees with Winn-Dixie's characterization of the administrator's email as an “unequivocal statement . . . that the opt out notice letter was timely and certainly that it was not untimely.” The email says nothing about timeliness. Since the administrator's statement was not a statement regarding timeliness, Winn-Dixie could not have reasonably relied on it for that issue.

         Winn-Dixie baldly states that because of the administrator's October 25 statement, Winn-Dixie “had no reason to review the [Class's] motion for final approval of the [settlement] to see if they were included as opt outs.” R. 3064 at 5. This is a facially absurd argument. In general, the Court assumes that parties to a case have knowledge of the documents filed in the case, at least those pertaining directly to their role in the case, and especially those documents with the potential to limit or foreclose a party's right to recover in the case. Furthermore, in this instance in particular, while the administrator stated that Winn-Dixie's request had been “received and processed, ” the administrator also warned Winn-Dixie that the request was not complete for all mentioned entities and that any final determination of the validity of Winn-Dixie's request was the Court's. There can be no question that Winn-Dixie was aware that the administrator's role was to make recommendations to the Court, and that an order of the Court would be necessary to permit Winn-Dixie to opt out of the settlement. To the extent the administrator's October 25 email made any findings regarding the validity of Winn-Dixie's opt out request (which it did not), it was unreasonable for Winn-Dixie to rely on the administrator's preliminary conclusions when it knew that further process before the Court was necessary. The administrator filed papers rejecting Winn-Dixie's opt out request on October 29, 2018 and November 15, 2018, and the Court approved the settlement on November 16, 2018. Winn-Dixie's decision to ignore these filings was unreasonable and undertaken at its own peril.

         Even if Winn-Dixie reasonably relied on the administrator's October 25 statement, Winn-Dixie has not explained why the administrator's statement should work to equitably estop Fieldale from seeking to enforce the settlement. Estoppel requires misrepresentation by the party against whom estoppel is asserted. See Vaughn v. Speaker, 533 N.E.2d 885, 890 (Ill. 1988); Kennedy v. United States, 965 F.2d 413, 417 (7th Cir. 1992). Winn-Dixie does not contend it relied on any statement by Fieldale, let alone a misrepresentation. The Court addresses below whether the administrator's October 25 email is sufficient to demonstrate that Winn-Dixie properly opted out or that the Court should equitably extend the deadline to opt out. But since no statement or action by Fieldale is at issue here, equitable estoppel is an inapposite argument.

         II. Opt Out and Extension

         Winn-Dixie argues that that it should be permitted to proceed with its claims because: (1) it properly opted out of the class; and (2) if it didn't properly opt out, the circumstances of its failure to do so satisfy the “excusable neglect” exception under Federal Rule of Civil Procedure 6(b).

         1. Proper Opt Out

         Winn-Dixie cannot seriously argue that it properly opted out by the October 15, 2018 deadline. See R. 994 at 3. True, Winn-Dixie sent an opt out request to the settlement administrator. But that request was post-marked October 16, 2018-one day after the deadline. Winn-Dixie cites cases holding that a “reasonable indication” of intent to opt out is sufficient even if the party fails to formally opt out. See R. 3064 at 6. But Winn-Dixie took no action at all with respect to the pending settlement prior to the deadline. Winn-Dixie's individual complaint filed before the Court approved the class notice plan on June 22, 2018 (R. 994) does not suffice. See In re VMS Sec. Litig., 1992 WL 203832, at *3 (N.D. Ill. Aug. 13, 1992) (“The pendency of an individual action does not excuse a class member from filing a valid request for exclusion.”) (citing cases); In re Cathode Ray Tube (CRT) Antitrust Litig., 2014 WL 4181732, at *5 (N.D. Cal. Aug. 20, 2014) (holding that “filing an individual case prior to the ...


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