LAW OFFICES OF RONALD A. MARRON RONALD A. MARRON … · Case 3:17-cv-02335-GPC-MDD Document 248-5 Filed 06/18/20 PageID.11052 Page 2 of 14 Cran-Raspberry, Sparkling Cran-Grape, Diet

Hilsley v. Ocean Spray Cranberries, Inc., No. 3:17-cv-2335-GPC-MDD

PLAINTIFFS’ NOTICE OF MOTION AND UNOPPOSED MOTION FOR FINAL APPROVAL OF CLASS ACTION SETTLEMENT

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LAW OFFICES OF RONALD A. MARRON RONALD A. MARRON (SBN 175650) [email protected] MICHAEL T. HOUCHIN (SBN 305541) [email protected] LILACH HALPERIN (SBN 323202) [email protected] 651 Arroyo Drive San Diego, California 92103 Telephone: (619) 696-9006 Facsimile: (619) 564-6665 LAW OFFICE OF DAVID ELLIOT DAVID ELLIOT (SBN 270381) [email protected] 2028 3rd Avenue San Diego, CA 92101 Telephone: (858) 228-7997 Attorneys for Plaintiffs and the Class

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF CALIFORNIA

CRYSTAL HILSLEY and WILLIAM RILEY, on behalf of themselves and all others similarly situated,

Plaintiffs, vs.

OCEAN SPRAY CRANBERRIES, INC.,

Defendant.

CASE NO. 3:17-CV-2335-GPC-MDD CLASS ACTION

PLAINTIFFS’ NOTICE OF MOTION AND UNOPPOSED MOTION FOR FINAL APPROVAL OF CLASS ACTION SETTLEMENT Date: July 31, 2020 Time: 1:30 p.m. Ctrm: 2D Judge: Hon. Gonzalo P. Curiel

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TO THE COURT, ALL PARTIES, AND THEIR COUNSEL OF RECORD. PLEASE TAKE NOTICE THAT on July 31, 2020 at 1:30 p.m., or as soon thereafter as the matter may be heard, in Courtroom 2D of the United States District Court for the Southern District of California located at 221 West Broadway, San Diego, California, 92101, before the Honorable Gonzalo P. Curiel presiding, Plaintiffs Crystal Hilsley and William Riley (“Plaintiffs”) will and hereby do move the Court, pursuant to Federal Rule of Civil Procedure 23(e), for an Order Granting Final Approval of a Class Action Settlement between Plaintiffs and Defendant Ocean Spray Cranberries, Inc. (“Ocean Spray”). This Unopposed Motion is based on this Notice of Motion, Plaintiffs’ concurrently-filed Memorandum of Points and Authorities in Support of the Unopposed Motion for Final Approval of Class Action Settlement, the concurrently-filed Declaration of Ronald A. Marron in Support of the Unopposed Motion for Final Approval of Class Action Settlement and Exhibits 1-3 attached thereto, the Declaration of Gajan Retnasaba in Support of the Unopposed Motion for Final Approval of Class Action Settlement and Exhibits A through E attached thereto, all prior pleadings and proceedings in this matter, and all other evidence and written and oral argument that will be submitted in support of the Motion. Dated: June 18, 2020 Respectfully submitted,

/s/ Ronald A. Marron RONALD A. MARRON

LAW OFFICES OF RONALD A. MARRON, APLC RONALD A. MARRON MICHAEL HOUCHIN LILACH HALPERIN 651 Arroyo Drive




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San Diego, California 92103 Telephone: (619) 696-9006 Facsimile: (619) 564-6665 LAW OFFICE OF DAVID ELLIOT DAVID ELLIOT (SBN 270381) [email protected] 2028 3rd Avenue San Diego, CA 92101 Telephone: (858) 228-7997 Attorneys for Plaintiffs and the Class


i Hilsley v. Ocean Spray Cranberries, Inc., et al., No. 3:17-cv-2335-GPC-MDD

MEMORANDUM OF POINTS AND AUTHORITIES IN SUPPORT OF PLAINTIFFS’ UNOPPOSED MOTION FOR FINAL APPROVAL OF CLASS ACTION SETTLEMENT

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UNITED STATES DISTRICT COURT

SOUTHERN DISTRICT OF CALIFORNIA

CRYSTAL HILSLEY and WILLIAM RILEY, on behalf of themselves and all others similarly situated, Plaintiffs, v. OCEAN SPRAY CRANBERRIES, INC., Defendant.

CASE NO.: 3:17-CV-2335-GPC-MDD CLASS ACTION

MEMORANDUM OF POINTS AND AUTHORITIES IN SUPPORT OF PLAINTIFFS’ UNOPPOSED MOTION FOR FINAL APPROVAL OF CLASS ACTION SETTLEMENT Date: July 31, 2020 Time: 1:30 p.m. Ctrm: 2D Judge: Hon. Gonzalo P. Curiel

Case 3:17-cv-02335-GPC-MDD Document 248-1 Filed 06/18/20 PageID.11002 Page 1 of 38

mailto:[email protected]

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TABLE OF CONTENTS I. INTRODUCTION ...................................................................................................... 1

II. FACTUAL AND PROCEDURAL BACKGROUND .............................................. 2

A. The Allegations in the Complaint ........................................................................... 2

B. The Parties Have Engaged in Substantial Discovery ............................................. 2

C. The Parties Have Also Engaged in Extensive Motion Practice ............................. 4

D. The Parties Were Prepared to Go to Trial .............................................................. 5

E. The Parties’ Settlement Negotiations and Preliminary Approval .......................... 5

III. SUMMARY OF THE SETTLEMENT .................................................................. 7

IV. NOTICE HAS BEEN FULLY DISSEMINATED TO THE CLASS .................... 8

A. Publication Notice .................................................................................................. 8

B. Social Media Notice ............................................................................................... 9

C. Press Release .......................................................................................................... 9

D. Settlement Website, Email, and Phone Line .......................................................... 9

E. CAFA Notice ........................................................................................................ 10

V. CLAIMS RATE, OPT-OUTS, AND OBJECTIONS .............................................. 11

VI. THE SETTLEMENT SHOULD RECEIVE FINAL APPROVAL ......................... 11

A. Plaintiffs and Class Counsel Have Adequately Represented the Class ............... 13

B. The Settlement was Negotiated at Arm’s Length................................................. 15

C. The Relief Provided to the Class Is Adequate ...................................................... 16

The Costs, Risks, and Delay of Trial and Appeal Support Final Approval ...... 18

The Proposed Method of Distribution Is Effective ........................................... 19

The Requested Attorneys’ Fees Are Fair and Reasonable ............................... 20

Other Agreements .............................................................................................. 20

D. The Proposed Settlement Treats Class Members Equitably ................................ 21

E. The Absence of Governmental Participation Supports Final Approval ............... 22

F. The Reaction of the Class Members to the Proposed Settlement Has Been Favorable ..................................................................................................................... 22


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VII. THE SETTLEMENT CLASS SHOULD BE CERTIFIED FOR FINAL APPROVAL .................................................................................................................... 23

A. The Class Satisfies Rule 23(a) .............................................................................. 24

Numerosity ........................................................................................................ 24

Commonality ..................................................................................................... 24

Typicality ........................................................................................................... 25

Adequacy ........................................................................................................... 26

B. The Class Satisfies Rule 23(b)(3) ......................................................................... 26

Common Questions of Law and Fact Predominate .......................................... 26

A Class Action Is the Superior Method for Adjudicating this Dispute ............. 29

VIII. CONCLUSION ..................................................................................................... 29


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TABLE OF AUTHORITIES

Cases

Arnold v. United Artists Theatre Circuit, Inc.,

158 F.R.D. 439 (N.D. Cal. 1994) ................................................................................ 25

Churchill Vill., L.L.C. v. Gen. Elec.,

361 F.3d 566 (9th Cir. 2004) ....................................................................................... 13

Curtis-Bauer v. Morgan Stanley & Co., Inc.,

2008 WL 4667090 (N.D. Cal. Oct. 22, 2008) ............................................................. 18

Dupler v. Costco Wholesale Corp.,

705 F. Supp. 2d 231 (E.D.N.Y. 2010) ......................................................................... 23

Fulford v. Logitech, Inc.,

2010 U.S. Dist. LEXIS 29042 (N.D. Cal. Mar. 5, 2010) ............................................ 19

Garcia v. Pancho Villa's of Huntington Village, Inc.,

2012 WL 1843785 (E.D. N.Y. 2012) ............................................................................ 8

Garner v. State Farm Mut. Auto. Ins. Co.,

2010 WL 1687832 (N.D. Cal. Apr. 22, 2010)............................................................. 22

Gen. Tel. Co. of the Sw. v. Falcon,

457 U.S. 147 (1982) .................................................................................................... 25

Hahn v. Massage Envy Franchising LLC,

2015 WL 2164981 (S.D. Cal. Mar. 6, 2015) ............................................................... 24

Hanlon v. Chrysler Corp.,

150 F.3d 1011 (9th Cir. 1998) ......................................................................... 13, 25, 26

Hefler v. Wells Fargo & Co.,

2018 WL 6619983 (N.D. Cal. Dec. 18, 2018) ............................................................ 13

In re Anthem, Inc. Data Breach Litig.,

327 F.R.D. 299 (N.D. Cal. 2018) ................................................................................ 28


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In re Bluetooth Headset Prod. Liab. Litig.,

654 F.3d 935 (9th Cir. 2011) ................................................................................. 16, 20

In re Extreme Networks, Inc. Securities Litigation,

2019 WL 3290770 (N.D. Cal. July 22, 2019) ............................................................. 13

In re Hyundai & Kia Fuel Econ. Litig.,

926 F.3d 539 (9th Cir. 2019) ................................................................................. 27, 28

In re MDC Holdings Securities Litigation,

754 F. Supp. 785 (S.D. Cal. 1990) .............................................................................. 27

In re Mego Fin. Corp. Sec. Litig.,

213 F.3d 454 (9th Cir. 2000) ...................................................................................... 13

In re Netflix Privacy Litig.,

2013 WL 1120801 (N.D. Cal. Mar. 18, 2013) ............................................................ 22

In re Omnivision Techs., Inc.,

559 F. Supp. 2d 1036 (N.D. Cal. 2008) ................................................................. 14, 23

In re Seagate Technologies Sec. Litigation,

115 F.R.D. 264 (N.D. Cal. 1987) ................................................................................ 27

In re Syncor ERISA Litig.,

516 F.3d 1095 (9th Cir. 2008) ..................................................................................... 12

In re Toyota Motor Corp. Unintended Acceleration Mktg., Sales Practices, & Prod.

Liab. Litig., 2013 WL 3224585 (C.D. Cal. June 17, 2013) ......................................... 19

In re TRS Recovery Servs., Inc. & Telecheck Servs., Inc., Fair Debt Collection

Practices Act (FDCPA) Litig., 2016 WL 543137 (D. Me. Feb. 10, 2016) ................. 24

LaGarde v. Support.com, Inc.,

2013 WL 1283325 (N.D. Cal. Mar. 26, 2013) ............................................................ 22

Lo v. Oxnard European Motors,

LLC, 2012 WL 1932283 (S.D. Cal. 2012) .................................................................... 8


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Mazza v. Am. Honda Motor Co.,

666 F.3d 581 (9th Cir. 2012) ....................................................................................... 27

McGrath v. Wyndham Resort Dev. Corp.,

2018 WL 637858 (S.D. Cal. Jan. 30, 2018) ................................................................ 19

Mollicone v. Universal Handicraft,

2018 WL 3913689 (S.D. Fla. Aug. 14, 2018) ............................................................. 20

Moreno v. Beacon Roofing Supply, Inc.,

2020 WL 1139672 (S.D. Cal. Mar. 9, 2020) ......................................................... 12, 21

Nat'l Rural Telecommunications Coop. v. DIRECTV, Inc.,

221 F.R.D. 523 (C.D. Cal. 2004)..................................................................... 15, 22, 23

Rodriguez v. W. Publ'g Corp.,

563 F.3d 948 (9th Cir. 2009) ................................................................................. 14, 18

Singer v. Becton Dickinson & Co.,

2010 WL 2196104 (S.D. Cal. June 1, 2010) ............................................................... 20

Slaven v. BP Am., Inc.,

190 F.R.D. 649 (C.D. Cal. 2000)................................................................................. 24

Spann v. J.C. Penney Corp.,

314 F.R.D. 312 (C.D. Cal. 2016)................................................................................ 23

Sullivan v. DB Investments, Inc.,

667 F.3d 273 (3d Cir. 2011) ........................................................................................ 28

Vasquez v. Coast Valley Roofing, Inc.,

266 F.R.D. 482 (E.D. Cal. 2010) ................................................................................. 20

Wal-Mart Stores, Inc. v. Dukes,

564 U.S. 338 (2011) .................................................................................................... 24

Weeks v. Kellogg Co.,

2013 WL 6531177 (C.D. Cal. Nov. 23, 2013) ............................................................ 20


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Zamora Jordan v. Nationstar Mortg.,

LLC, 2019 WL 1966112 (E.D. Wash. May 2, 2019) ............................................ 12, 13

Zinser v. Accufix Research Inst., Inc.,

253 F.3d 1180 (9th Cir. 2001) ..................................................................................... 26

Statutes

28 U.S.C. § 1715 ............................................................................................................. 10

Cal. Bus. & Prof. Code § 17200 ....................................................................................... 2

Cal. Bus. & Prof. Code § 17500 ....................................................................................... 2

Cal. Civ. Code § 1750 ....................................................................................................... 2

Rules

Fed. R. Civ. P. 23(a)(4) .................................................................................................. 26

Fed. R. Civ. P. 23(a)(1) ................................................................................................... 24

Fed. R. Civ. P. 23(a)(2) ................................................................................................... 24

Fed. R. Civ. P. 23(a)(3) ................................................................................................... 25

Fed. R. Civ. P. 23(b)(2) ..................................................................................................... 1

Fed. R. Civ. P. 23(b)(3) ............................................................................................... 1, 26

Fed. R. Civ. P. 23(e)........................................................................................................ 12

Fed. R. Civ. P. 23(e)(2) ............................................................................................... 1, 13

Fed. R. Civ. P. 23(e)(2)(A) ............................................................................................. 13

Fed. R. Civ. P. 23(e)(2)(B) ............................................................................................. 15

Fed. R. Civ. P. 23(e)(2)(C) ............................................................................................. 16

Fed. R. Civ. P. 23(e)(2)(D) ............................................................................................. 21

Fed. R. Civ. P. 23(e)(3) ............................................................................................. 12, 20

Fed. R. Civ. P. 23(e)(5)(B) ............................................................................................. 20


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Other Authorities

4 NEWBERG ON CLASS ACTIONS § 13:48 (5th ed.) ......................................................... 13


4 NEWBERG ON CLASS ACTIONS § 13:50 (5th ed.) .......................................................... 15





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I. INTRODUCTION On January 31, 2020, this Court entered an Order preliminarily approving a Class Action Settlement between Plaintiffs Crystal Hilsley and William Riley (“Plaintiffs”), on behalf of the Class, and Defendant Ocean Spray Cranberries, Inc. (“Defendant” or “Ocean Spray”) (Dkt. No. 241). The Parties reached the Settlement after protracted discussions over the course of several months and following a settlement conference before Magistrate Judge Dembin that took place on September 19, 2019. The Settlement, which is memorialized in the Class Action Settlement Agreement (“Settlement”) filed with this Court on November 8, 2019 (Dkt. No. 232-3), resolves all claims against Ocean Spray in the litigation. The Settlement preliminarily approved by this Court will provide meaningful monetary and other equitable relief to an estimated 217,000 class members who have submitted validated claims as part of the claims process. See Declaration of Gajan Retnasaba filed concurrently herewith (“Retnasaba Decl.”), ¶¶ 17-18. Although Ocean Spray continues to deny Plaintiffs’ allegations, it has agreed under the Agreement to pay $5,400,000 into a settlement fund, which will be used to pay class members’ claims. Agreement at § 7.4. In addition, in accordance with the terms of the Settlement Agreement, Ocean Spray shall discontinue manufacturing, for retail sale in the United States, the Products identified in the Action that contain artificial versions of malic acid and/or fumaric acid as an ingredient with labels that claim “no artificial flavors.” Agreement at § 7.3. The Settlement should now receive the Court’s final approval because it is demonstrably “fair, reasonable, and adequate” under Federal Rule of Civil Procedure 23(e)(2). For the reasons below, and those stated in Plaintiffs’ Motion for Preliminary Approval of Settlement (Dkt. No. No. 232-1), Plaintiffs ask that the Court certify the Class for Settlement purposes under Rules 23(b)(2) and 23(b)(3), find that the Settlement is fair, reasonable and adequate under Rule 23(e)(2), and thus grant final approval of the Settlement.




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II. FACTUAL AND PROCEDURAL BACKGROUND A. The Allegations in the Complaint

This action was originally filed by plaintiff Crystal Hilsley (“Hilsley”) against Ocean Spray Cranberries, Inc. (“Ocean Spray”) and Arnold Worldwide, LLC (“Arnold Worldwide”) in the Superior Court of California for the County of San Diego. (Dkt. No. 1). On November 16, 2017, Ocean Spray removed the action to this Court. (Dkt. No. 1). The gravamen of Hilsley’s Complaint is that Ocean Spray product labels claiming that certain Ocean Spray beverage products (the “Products”) contain “No Artificial Flavors” are false and misleading because the Products actually contain artificial ingredients, dl-malic acid and fumaric acid, that function as flavors. (See Dkt. No. 1-2 (“Compl.”), ¶¶ 32, 54). Hilsley alleged that she paid a premium for Ocean Spray Products believing that the Products contained “No Artificial Flavors.” (Compl., ¶ 67). Hilsley sought both monetary damages and injunctive relief for the following claims: (1) Violations of the Consumers Legal Remedies Act, Cal. Civ. Code Sections 1750, et seq.; (2) Violations of the False Advertising law, Cal. Bus. & Prof. Code Sections 17500, et seq.; (3) Violations of the Unfair Competition Law, Cal. Bus. & Prof. Code Sections 17200, et seq.; (4) Breach of Express Warranties; and (5) Breach of Implied Warranties. (Dkt. No. 1-2). Ocean Spray denied all of Hilsley’s allegations, asserting among other claims that the named compounds were used as acidulants and not as artificial flavors in the Products.

B. The Parties Have Engaged in Substantial Discovery On April 6, 2018, Plaintiff Hilsley served a first set of Requests for Production of Documents (“RFPs”) on Ocean Spray. Marron Decl., ¶ 2. On June 8, 2018, Hilsley served a first set of Interrogatories (“ROGs”) and a second set of RFPs on Ocean Spray. Marron Decl., ¶ 2. On June 1, 2018, Ocean Spray served RFPs and ROGs on Hilsley. Marron Decl., ¶ 2. On October 3, 2018, Ocean Spray served a second set of RFPs on Plaintiff Hilsley. Marron Decl., ¶ 2. Hilsley served objections and responses to Ocean Spray’s first set of discovery on July 5, 2018 and second set of RFPs on November 1, 2018. Marron Decl., ¶ 2. On May 4, 2018, Ocean Spray served objections and responses to Hilsley’s

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first set of RFPs and on July 9, 2018, Ocean Spray served objections and responses to Hilsley’s first set of ROGs and second set of RFPs. Marron Decl., ¶ 2. On August 11, 2018, Hilsley filed an ex parte motion to compel Ocean Spray to respond to discovery requests. Marron Decl., ¶ 3. On September 20, 2018, the Court granted in part and denied in part Hilsley’s Motion to Compel, and on October 3, 2018, Ocean Spray served supplemental responses to Hilsley’s interrogatories pursuant to the Court’s Order. Marron Decl., ¶ 3. The supplemental responses provided important sales information that helped Hilsley formulate her damages model. Marron Decl., ¶ 3. On April 30, 2018, Hilsley served a 30(b)(6) deposition notice on Ocean Spray. Marron Decl., ¶ 4. On June 20, 2018, Ocean Spray served objections and responses to Hilsley’s 30(b)(6) notice. Marron Decl., ¶ 4. On June 27, 2018, Hilsley took the 30(b)(6) deposition of Erich Fritz. Marron Decl., ¶ 4. On June 27, 2019, Ocean Spray served a notice of deposition with document requests on Hilsley and an amended notice of deposition on July 31, 2018. Marron Decl., ¶ 4. Hilsley served objections and responses to Ocean Spray’s amended deposition notice on August 3, 2018. Marron Decl., ¶ 4. On August 4, 2018, Ocean Spray took the deposition of Ms. Hilsley. Marron Decl., ¶ 4. On September 27, 2018, Hilsley served a deposition subpoena that included several document requests on Tate & Lyle, Ocean Spray’s malic acid ingredient supplier, and on October 22, 2018, Hilsley took the deposition of Matthew Duane, Tate & Lyle’s person most knowledgeable. Marron Decl., ¶ 5. In response to Hilsley’s subpoena, Tate & Lyle produced several documents that Plaintiff believed were crucial to the claims in the litigation, including the artificial nature of malic acid and its alleged function as a flavoring ingredient. Marron Decl., ¶ 5. On June 21, 2018, Hilsley served subpoenas on a number of retailers of Ocean Spray products, including Ralphs Grocery Company, Target Corporation, the Vons Companies, Walmart, Inc., and Costco Wholesale Corporation. Marron Decl., ¶ 6. On May 10, 2019, Hilsley served a subpoena on Information Resources, Inc. (“IRI”) and obtained retail-level sales information regarding the Ocean Spray Products. Marron Decl., ¶ 6.




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Both Hilsley and Ocean Spray retained several experts who submitted expert reports or rebuttal expert reports. Marron Decl., ¶ 7. Drs. Laszlo P. Somogyi, George E. Belch, Alan G. Goedde, and Henry Chin submitted expert reports in support of Hilsley’s position. Marron Decl., ¶ 7. Nancy Higley, Nicole Liska, Paula Lent, and Sarah Butler submitted expert reports in support of Ocean Spray’s position. Marron Decl., ¶ 7. Ocean Spray took the depositions of Drs. Alan G. Goedde, Laszlo P. Somogyi, and George E. Belch on February 7, 2019, March 22, 2019, and May 20, 2019, respectively. Marron Decl., ¶ 7. Hilsley took the deposition of Paula Lent, Sarah Butler, Nancy Higley, and Nicole Liska on February 22, 2019, May 25, 2019, May 29, 2019, and June 20, 2019, respectively. Marron Decl., ¶ 7.

C. The Parties Have Also Engaged in Extensive Motion Practice During the course of the litigation, the Parties also engaged in extensive motion practice including multiple cross motions for Summary Judgment and motions to certify and to decertify the Class. On August 16, 2018, Hilsley filed a Motion for Class Certification and to Appoint Class Counsel. (Dkt. No. 23). On November 29, 2018, the Court issued an Order Granting in Part and Denying in Part Plaintiff’s Motion for Class Certification and to Appoint Class Counsel. (Dkt. No. 83). Class certification was granted with respect to Hilsley’s claims under the CLRA, the UCL, and the FAL. (Dkt. No. 83). However, the Court denied class certification for Hilsley’s claims for breach of express and implied warranties. (Dkt. No. 83). On September 8, 2018, Ocean Spray filed its first Motion for Summary Judgment. (Dkt. No. 31). On October 30, 2018, the Court issued an Order Denying Defendants’ Motion for Summary Judgment. (Dkt. No. 76). On March 27, 2019, Hilsley filed a Motion for Partial Summary Judgment and on April 11, 2019, Hilsley filed a Motion to Exclude the Testimony, Opinions, and Reports of Defendants’ Experts. (Dkt. Nos. 101, 105). On April 11, 2019, Ocean Spray filed a second Motion for Summary Judgment and a Motion to Decertify the Class. (Dkt. Nos. 108-109). On April 11, 2019, Arnold Worldwide, LLC, also filed a Motion for Summary Judgment. (Dkt. No. 111). On June 24, 2019, the Court




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denied Plaintiff’s Motion to Exclude Ocean Spray’s Experts. (Dkt. No. 188). On July 3, 2019, the Court granted in part and denied in part Hilsley’s Motion for Partial Summary Judgment, denied Defendant Ocean Spray’s second Motion for Summary Judgment, and granted Defendant Arnold Worldwide, LLC’s Motion for Summary Judgment. (Dkt. No. 193). The Court dismissed Defendant Arnold Worldwide, LLC as a Defendant and also dismissed several of Ocean Spray’s affirmative defenses. See id. On July 10, 2019, the Court denied Ocean Spray’s Motion to Decertify the Class. (Dkt. No. 196).

D. The Parties Were Prepared to Go to Trial Hilsley and Ocean Spray both filed Rule 26(a)(3)(A) Pretrial Disclosures on July 26, 2019. (Dkt. Nos. 201, 202). The Parties attended a Pretrial Conference that took place on August 23, 2019. Marron Decl., ¶ 10. During the Pretrial Conference, the Court entered an Order setting a trial date for November 4, 2019, but encouraged the Parties to discuss a resolution of the Hilsley matter. (Dkt. No. 213; see also Marron Decl., ¶ 10). The Court also issued a Pretrial Order on August 26, 2019. (Dkt. No. 214). On October 11, 2019, Hilsley filed four separate motions in liminie in preparation for trial. (Dkt. Nos. 220, 221, 222 & 223).

E. The Parties’ Settlement Negotiations and Preliminary Approval Following the Pretrial Conference that took place on August 23, 2019, the Parties began meaningful settlement negotiations. Marron Decl., ¶ 11. On August 26, 2019, Magistrate Judge Mitchell D. Dembin ordered a settlement conference to be held on September 19, 2019. (Dkt. No. 212; Marron Decl., ¶ 11). Prior to and during the settlement conference held before Magistrate Judge Dembin, the Parties engaged in strenuous settlement negotiations that resulted in the Settlement Agreement. Marron Decl., ¶ 11. The Parties invested substantial time and effort to work through initially incompatible settlement postures and overcome vigorous disagreements. Marron Decl., ¶ 11. The proposed resolution embodied in the Settlement was the product of heavily contested arm’s length negotiation. Marron Decl., ¶ 11.




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On October 18, 2019, the Parties filed a Notice of Settlement with the Court. (Dkt. No. 224). Thereafter, on October 25, 2019, Plaintiff Hilsley along with Plaintiff William Riley, a Massachusetts resident, filed a First Amended Complaint. (Dkt. No. 228). The First Amended Complaint describes a nationwide class and seeks both monetary damages and injunctive relief for the following claims: (1) Violations of the CLRA; (2) Violations of the FAL; (3) Violations of the UCL.; (4) Violations of the Massachusetts Consumer Protection Act, MGL Ch. 93A; and (5) Violations of Massachusetts General Laws Chapter 266 § 91. On November 8, 2019, Plaintiffs filed their Motion for Preliminary Approval of Class Action Settlement. (Dkt. No. 232). On December 11, 2019, Michael Froio and Mikhail Surman, the plaintiffs in the related action titled Froio, et al. v. Ocean Spray Cranberries, Inc., Case No. 1:18-cv-12005-FDS (D. Mass. Sept. 24, 2018) (“Froio”), filed a Motion to Intervene in the present action.1 (Dkt. No. 233). The Froio Plaintiffs contended that they “do not seek to obstruct the settlement,” but rather were intervening for the purpose of obtaining compensation for their work in the Froio Action. (Dkt. No. 233-1 at 1:4-8). The preliminary approval hearing was held on January 23, 2020 (Dkt. No. 239). Following the preliminary approval hearing, this Court issued an Order denying the Froio Plaintiffs’ Motion to Intervene holding that “the more appropriate procedure for the relief Proposed Intervenors seek is to file an objection to the settlement as opposed to intervening as plaintiffs.” (Dkt. No. 240 at 11:15-17). On January 31, 2020, the Court entered an Order granting Preliminary approval of the proposed settlement finding that the settlement is “fair, reasonable, adequate, and in the best interests of the Settlement

1 On July 25, 2019, Plaintiff Hilsley filed a Notice of Related Case, asserting that the Froio Action is related to the instant action. (Dkt. No. 198). On August 22, 2019, Ocean Spray filed a Motion to Stay the Hilsley action in light of a “memorandum of understanding [that] ha[d] recently been executed between the parties to the Froio action” that would include a nationwide class action settlement. (Dkt. No. 210). On September 4, 2019, Ocean Spray withdrew its Motion to Stay Proceedings to allow for continued settlement negotiations in the instant action. (Dkt. No. 216).




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Class.” (Dkt. No. 241 at 14 ¶ 3). This Court also approved the Parties’ proposed notice plan and set the Final Approval Hearing for July 31, 2020 at 1:30 p.m. (Dkt. No. 241).

III. SUMMARY OF THE SETTLEMENT The Settlement Agreement provides that Ocean Spray will pay $5,400,000.00 into a settlement fund. Agreement at § 7.4. This fund will be used, among other things, to pay all authorized claims to the Settlement Class Members, the costs of settlement administration and notice to the Class Members, any necessary taxes and expenses, Class Counsel’s fees and expenses, and incentive awards to the named Plaintiffs. Agreement at § 7.6. For Authorized Claimants, Ocean Spray will provide $1.00 in cash from the Settlement Fund per bottle of Products purchased (any size) during the Class Period, up to 20 bottles, limited to one claim per household, with a pro rata adjustment if necessary as described below. Agreement at § 7.2.1. No additional proof of purchase is required beyond a timely and properly submitted claim form. Agreement at § 7.2.1. The settlement provides for a pro rata reduction if the claims exceed the amount in the settlement fund (Agreement at § 7.2.3) or a pro rata increase if the settlement fund is not exhausted. Agreement at § 7.2.3. As discussed in Section VI(B) below, the valid claims appear to likely exceed the settlement amount resulting in a slight pro rata decrease. Because the average claim form submitted by class members reports 16.3 purchases of Ocean Spray Product (Retnasaba Decl., ¶ 19), the average class member will receive $14.67 from the settlement. The Settlement also provides for valuable injunctive relief. Under the terms of the Settlement, Ocean Spray agrees that within 12 months after the Final Approval Effective Date, Ocean Spray will discontinue manufacturing, for retail sale in the United States, the Products that contain the artificial versions of malic acid and/or fumaric acid as an ingredient with labels that contain the claim “no artificial flavors,” provided Ocean Spray shall be permitted to exhaust existing label stock purchased, printed, or ordered prior to the Final Approval Effective Date even if the associated Products are manufactured later than 12 months after the Final Approval Effective Date. Agreement at § 7.3. By removing




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the allegedly misleading labeling, any further alleged economic injury to consumers is prevented. The injunctive relief provided by this settlement provides significant value to consumers, continuing long into the future.

IV. NOTICE HAS BEEN FULLY DISSEMINATED TO THE CLASS The Class Notice program was fully executed in accordance with its design and under the terms approved by the Court. Retnasaba Decl. ¶¶ 1-21. In consultation and collaboration with the parties, Classaura provided the Court-ordered Notice to Class Members through all distribution channels approved by the Court. The notice procedures are consistent with the class-action notice plan that was approved by this Court and constitute the best notice practicable under the circumstances. The costs of providing notice to the class members totals $404,750.2 Retnasaba Decl., ¶ 21. The cost of notice and administration account for just 7.4% of the total settlement fund. The Court should find that these notice and administration costs are reasonable and can be properly deducted from the Settlement Fund.3 Below is a summary of the notice that was provided to the class members.

A. Publication Notice Notice was published in USA Today, a national periodical with a circulation of approximately 730,000 and a reach of approximately 2,600,000 readers. Retnasaba Decl., ¶ 3. The notice was published on March 5, 2020. Retnasaba Decl., ¶ 3 & Ex. A. Notice was also published in the San Diego Uptown Examiner on February 26, 2020, March 4,

2 The costs incurred to provide notice of the settlement via publication, settlement website, Press Release, Online Notice, and CAFA is $213,000. Retnasaba Decl., ¶ 21. The costs to administer the settlement, and process claims is $29,000 (assuming 290,000 claim forms). Id. The cost to distribute payment to class members is $162,750 (assuming 217,000 approved claim forms). Id. This brings the total cost to $404,750. Id. 3 See Lo v. Oxnard European Motors, LLC, 2012 WL 1932283, *1 n.1 (S.D. Cal. 2012) (deducting the cost of notice from the settlement fund created by defendant); Garcia v. Pancho Villa's of Huntington Village, Inc., 2012 WL 1843785, *2 (E.D. N.Y. 2012) (approving a settlement fund that included the costs of settlement notice).




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2020, March 11, 2020, and March 18, 2020 in accordance with the requirements of the CLRA, Cal. Civ. Code § 1781. Retnasaba Decl., ¶ 9.

B. Social Media Notice On February 22, 2020, Classaura began an online advertising campaign on Facebook.com. Retnasaba Decl., ¶ 4. The advertising targeted adults residing in the United States who were identified as having an interest in Ocean Spray Products. Retnasaba Decl., ¶ 4 & Ex. B. The Facebook advertising campaign generated 50,074,709 impressions and had a reach of 32,637,459 unique users.4 Retnasaba Decl., ¶¶ 5-6. The online advertising campaign also made submissions to Consumer Class Action websites, which are websites used by consumers to stay informed of class action settlements that may apply to them. Consumer class action websites that displayed a summary of the settlement included ClassActionRebates.com and TopClassActions.com. Retnasaba Decl., ¶ 7.

C. Press Release Classaura crafted a neutral informational press release, providing a summary of the settlement. Retnasaba Decl., ¶ 8. On February 27, 2020, the press release was released using the PR Newswire’s US1 National Newsline. Retnasaba Decl., ¶ 8 & Ex. C. US1 National Newsline provides the press release to thousands of media outlets across the country, including national and local newspapers, websites, and television and radio stations. Retnasaba Decl., ¶ 8. The press release was picked up and republished by 125 media outlets. Retnasaba Decl., ¶ 8.

D. Settlement Website, Email, and Phone Line

4 An “impression” (in the context of online advertising) is the number of times an ad was displayed to an individual on any given site. Each time an ad is displayed to a visitor, it is counted as one impression. Retnasaba Decl., ¶ 5. “Reach” is defined as the number of different people that the advertisement was exposed to. Each time an ad is displayed to a user that has not previously been exposed to the advertisement through that medium, it is counted as adding one to the reach. Retnasaba Decl., ¶ 6. Each Class Notice impression gave the viewing individual the opportunity to click on the advertisement and be directed to the Settlement Website for more information. Id.




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The Settlement Website (www.noartificialflavorslitigation.com) was made publicly accessible on February 5, 2020, providing information on the lawsuit and access to case documents. Retnasaba Decl., ¶ 11. The website includes a summary of the case, a list of important dates, answers to frequently asked questions, key case filings (complaint, amended complaint, the Court’s Class Certification Order, the Court’s Summary Judgment Orders, Plaintiff’s motion for preliminary approval, the Court’s Preliminary Approval Order, and the long and short form notices of class action settlement, as well as the settlement agreement), and contact information for the class action settlement administrator. Retnasaba Decl., ¶ 11. The Settlement Website also displayed the claim filing deadline, the deadline to opt-out of the class settlement, the deadline to submit an objection, and the date of the Fairness Hearing. Retnasaba Decl., ¶ 11. The website address was set forth in all of the public notices described above, as well as on the Claim Form. Retnasaba Decl., ¶ 11. As of June 16, 2020, the website has been visited 375,319 times. Retnasaba Decl., ¶ 11. A dedicated email address ([email protected]) was also set up on February 5, 2020 to answer questions from potential class members. Retnasaba Decl., ¶ 12. As of June 16, 2020, Classaura has received and answered 327 emails. Retnasaba Decl., ¶ 12. A dedicated toll-free number (1–855-873-3742) was also set up on February 5, 2020, providing pre-recorded information and allowing class members to leave a voicemail requesting further information. Retnasaba Decl., ¶ 10. As of June 16, 2020, Classaura has received 90 phone calls and answered 15 voicemails. Retnasaba Decl., ¶ 10.

E. CAFA Notice In accordance with the Class Action Fairness Act (“CAFA”), 28 U.S.C. § 1715, Classaura compiled a CAFA Notice Packet containing a CD-ROM with the necessary case documents as well as cover letter. Retnasaba Decl., ¶¶ 13-14 & Ex. E. On November 18, 2019, CAFA Notice was mailed via United States Postal Service (USPS), Priority Mail Service, to the U.S. Attorney General, the Attorneys General of each of the 50 States




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and the District of Columbia, and the Attorneys General of the 5 recognized U.S. Territories. Retnasaba Decl., ¶ 15.

V. CLAIMS RATE, OPT-OUTS, AND OBJECTIONS As of June 16, 2020, Classaura has received 259,882 claim forms from prospective class members. Retnasaba Decl., ¶ 17. Of these claim forms, 259,508 were submitted electronically and 274 claim forms were submitted by U.S. Mail. Retnasaba Decl., ¶ 17. Out of the total claim forms received, Classaura has found 64,728 claim forms to be invalid due to being duplicative or not meeting the settlement criteria. Retnasaba Decl., ¶ 18. Thus, as of June 16, 2020, Classaura has received 195,154 valid claim forms. Retnasaba Decl., ¶ 18. Based on the current rate of submissions, Classaura estimates that there will be approximately 217,000 valid claim forms submitted. Retnasaba Decl., ¶ 18. Settlement Class members are eligible to request payment for up to twenty Ocean Spray purchases per household on their claim forms. Retnasaba Decl., ¶ 19. The average claim form reported 16.3 purchases. Retnasaba Decl., ¶ 19. Thus, Classaura estimates that the total number of valid claims that will be paid is 3,537,000. Id. The objection and exclusion deadline is currently set for July 1, 2020. (Dkt. No. 241). As of June 16, 2020, there have been 12 requests for exclusion from the settlement and no objections have been filed with the Court.5

VI. THE SETTLEMENT SHOULD RECEIVE FINAL APPROVAL “[T]here is a strong judicial policy that favors settlements, particularly where complex class action litigation is concerned.” In re Syncor ERISA Litig., 516 F.3d 1095, 1101 (9th Cir. 2008). Approval of a proposed class action settlement is governed by

5 Class Counsel have received 15 letters from class members expressing dissatisfaction with the settlement. Marron Decl., ¶ 18 & Ex. 1. Because it was unclear whether these class members seek exclusion from the settlement, Class Counsel sent written responses to each of the class members providing detailed instructions on how to opt-out from the settlement. Marron Decl., ¶ 18 & Ex. 1. Class Counsel also received 2 letters from class members expressing their intent to object to the settlement. To date, no objections have been filed with the Court. Marron Decl., ¶ 18 & Ex. 1.




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Federal Rule of Civil Procedure 23(e). “Rule 23(e) was amended in 2018 to create uniformity amongst the circuits and to focus the inquiry on whether a proposed class action is ‘fair reasonable, and adequate.’” Moreno v. Beacon Roofing Supply, Inc., No. 19CV185-GPC(LL), 2020 WL 1139672, at *5 (S.D. Cal. Mar. 9, 2020) (J. Curiel). “[T]he 2018 amendment to Rule 23(e) establishes core factors district courts must consider when evaluating a request to approve a proposed settlement.” Zamora Jordan v. Nationstar Mortg., LLC, No. 2:14-CV-0175-TOR, 2019 WL 1966112, at *2 (E.D. Wash. May 2, 2019). Rule 23(e) now provides that the Court may approve a class action settlement “only after a hearing and only on a finding that it is fair, reasonable, and adequate after considering whether: (A) the class representatives and class counsel have adequately represented the class; (B) the proposal was negotiated at arm's length; (C) the relief provided for the class is adequate, taking into account: (i) the costs, risks, and delay of trial and appeal; (ii) the effectiveness of any proposed method of distributing relief to the class, including the method of processing class-member claims; (iii) the terms of any proposed award of attorney's fees, including timing of payment; and (iv) any agreement required to be identified under Rule 23(e)(3); and (D) the proposal treats class members equitably relative to each other.” Fed. R. Civ. P. 23(e)(2). “Under Rule 23(e), both its prior version and as amended, fairness, reasonableness, and adequacy are the touchstones for approval of a class-action settlement.” Zamora, 2019 WL 1966112, at *2. “The purpose of the amendment to Rule 23(e)(2) is establish [sic] a consistent set of approval factors to be applied uniformly in every circuit, without displacing the various lists of additional approval factors the circuit courts have created over the past several decades.” Id. Factors that the Ninth Circuit have typically considered include (1) the strength of plaintiffs’ case; (2) the risk, expense, complexity, and likely duration of further litigation; (3) the risk of maintaining class action status throughout the trial; (4) the amount offered in settlement; (5) the extent of discovery completed and the stage of the proceedings; and (6) the experience and views of counsel. Hanlon v. Chrysler




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Corp., 150 F.3d 1011, 1026 (9th Cir. 1998); Churchill Vill., L.L.C. v. Gen. Elec., 361 F.3d 566, 575 (9th Cir. 2004). “While the Ninth Circuit has yet to address the amendment to Rule 23(e)(2)….the factors in amended Rule 23(e)(2) generally encompass the list of relevant factors previously identified by the Ninth Circuit.” Zamora, 2019 WL 1966112, at *2 (alteration in original). Indeed, “[t]he goal of this amendment is not to displace any factor, but rather to focus the court and the lawyers on the core concerns of procedure and substance that should guide the decision whether to approve the proposal.” Fed. R. Civ. P. 23(e)(2) advisory committee's note to 2018 amendment. “Accordingly, the Court applies the framework set forth in Rule 23 with guidance from the Ninth Circuit’s precedent, bearing in mind the Advisory Committee’s instruction not to let ‘[t]he sheer number of factors’ distract the Court and parties from the ‘central concerns’ underlying Rule 23(e)(2).” In re Extreme Networks, Inc. Securities Litigation, No. 15-CV-04883-BLF, 2019 WL 3290770, at *6 (N.D. Cal. July 22, 2019); see also Hefler v. Wells Fargo & Co., No. 16-CV-05479-JST, 2018 WL 6619983, at *4 (N.D. Cal. Dec. 18, 2018).

A. Plaintiffs and Class Counsel Have Adequately Represented the Class Rule 23(e)(2)(A) requires the Court to consider whether “the class representatives and class counsel have adequately represented the class.” Fed. R. Civ. P. 23(e)(2)(A). This analysis is “redundant of the requirements of Rule 23(a)(4) and Rule 23(g), respectively.” Final approval criteria—Rule 23(e)'s multifactor test, 4 NEWBERG ON

CLASS ACTIONS § 13:48 (5th ed.). A determination of adequacy of representation requires that “two questions be addressed: (a) do the named plaintiffs and their counsel have any conflicts of interest with other class members and (b) will the named plaintiffs and their counsel prosecute the action vigorously on behalf of the class?” In re Mego Fin. Corp. Sec. Litig., 213 F.3d 454, 462 (9th Cir. 2000), as amended (June 19, 2000) (citing Hanlon, 150 F.3d at 1020); see also Hefler, 2018 WL 6619983, at *6.




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The proposed class representatives in this action have no conflicts of interest with other class members and have prosecuted this action vigorously on behalf of the Class.6 Each of the named Plaintiffs suffered the same injuries as the absent class members because each purchased an Ocean Spray beverage Product, for personal and household use, in reliance on the “No Artificial Flavors” statement on the Product label. (See generally First Amended Complaint, Dkt. No. 228). Each of the named Plaintiffs pursued this action vigorously on behalf of the class and each has kept informed about the status of the proceedings. On August 4, 2018, Ocean Spray took the deposition of Plaintiff Crystal Hilsley. Marron Decl., ¶ 4. Plaintiff William Riley was similarly willing to sit for a deposition and both of the named Plaintiffs were fully prepared to testify at trial. Accordingly, the named Plaintiffs have adequately represented the Class. Class Counsel have also vigorously represented the Class and have no conflicts of interest. The Settlement was negotiated by counsel with extensive experience in consumer class action litigation. See Marron Decl., ¶¶ 23-41 & Ex. 3 (firm resume of Law Offices of Ronald A. Marron). Through the discovery process, Class Counsel has obtained sufficient information and documents to evaluate the strengths and weaknesses of the case. Marron Decl., ¶ 14. See Final approval criteria—Rule 23(e)(2)(A): Adequate representation, 4 NEWBERG ON CLASS ACTIONS § 13:49 (5th ed.) (“if extensive discovery has been done, a court may assume that the parties have a good understanding of the strengths and weaknesses of their respective cases and hence that the settlement's value is based upon such adequate information.”). Based on their experience, Class Counsel concluded that the Settlement provides exceptional results for the class while sparing the class from the uncertainties of continued and protracted litigation. Marron Decl., ¶ 19. See, e.g., In re Omnivision Techs., Inc., 559 F. Supp. 2d 1036, 1043 (N.D. Cal. 2008) (“The recommendations of plaintiffs’ counsel should be given a presumption of reasonableness.”); Rodriguez v. W. Publ'g Corp., 563 F.3d 948, 976 (9th Cir. 2009)

6 See Declarations of Plaintiffs Crystal Hilsley and William Riley. (Dkt. Nos. 232-5 & 232-6).




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(Deference to Class Counsel’s evaluation of the Settlement is appropriate because “[p]arties represented by competent counsel are better positioned than courts to produce a settlement that fairly reflects each party’s expected outcome in litigation.”). Accordingly, adequacy of representation is satisfied.

B. The Settlement was Negotiated at Arm’s Length Rule 23(e)(2)(B) requires the Court to consider whether “the proposal was negotiated at arm's length.” Fed. R. Civ. P. 23(e)(2)(B). “This inquiry aims to root out settlements that may benefit the plaintiffs' lawyers at the class's expenses, sometimes called ‘collusive settlements.’” Final approval criteria—Rule 23(e)(2)(B): Arm's length negotiation, 4 NEWBERG ON CLASS ACTIONS § 13:50 (5th ed.). Here, the settlement was negotiated at arm’s length after hard-fought litigation and discovery. The Parties did not begin settlement discussions until after the Court had entered Orders on Plaintiff Hilsley’s Motion to Exclude (Dkt. No. 105) and Motion for Partial Summary Judgment (Dkt. No. 101), and Defendant Ocean Spray’s Motion for Summary Judgment (Dkt. No. 108) and Motion to Decertify the Class (Dkt. No. 109). Marron Decl., ¶¶ 9-13. Settlement discussions also did not begin until after the Parties had exchanged written discovery and documents, which speaks to the fundamental fairness of the process. See Nat'l Rural Telecommunications Coop. v. DIRECTV, Inc., 221 F.R.D. 523, 528 (C.D. Cal. 2004) (“A settlement following sufficient discovery and genuine arms-length negotiation is presumed fair.”). Further, settlement discussions did not begin until this Court entered a Pretrial Order and encouraged the parties to discuss settlement. The time that it took to work out significant details and vigorous disagreements between the parties and the parties’ need for a settlement conference in front of Judge Dembin demonstrate that this proposed resolution was the product of heavily disputed and arm’s length negotiation. Marron Decl., ¶ 11. The settlement negotiations were hard-fought, with both Parties and their counsel thoroughly familiar with the applicable facts, legal theories, and defenses on both sides. Marron Decl., ¶ 11. Here, class members who submit a timely claim will be entitled to actual monetary




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relief that includes $1.00 in cash from the Settlement Fund per bottle of Products purchased (any size) during the Class Period up to 20 bottles, adjusted if necessary for the number of claims filed, limited to one claim per household. Agreement at § 7.2.1. Additionally, Ocean Spray has agreed to valuable injunctive relief. Agreement at § 7.3. Class Counsel intends to request a fee and out-of-pocket expense award of up to 33.33% of the Settlement Fund (Agreement at § 8.1). This amount is not disproportionate to the value of the recovery received by the Class. The settlement agreement also does not contain a “clear sailing” provision “in which defendant[] agreed not to object to an award of attorneys' fees.” See In re Bluetooth Headset Prod. Liab. Litig., 654 F.3d 935, 947 (9th Cir. 2011). The settlement is also not contingent upon an award of attorneys’ fees to class counsel and the amount of fees awarded is within the sole discretion of the Court. Finally, the settlement agreement does not contain a “kicker” arrangement whereby unpaid attorneys' fees revert to the defendant. Id. at 949; Agreement at § 8.1. Instead, unpaid attorneys’ fees will be added to the class fund and will not revert back to Ocean Spray. Therefore, this Court may presume that the settlement is fundamentally fair and was negotiated at arm’s length by competent counsel who are experienced in class action litigation.

C. The Relief Provided to the Class Is Adequate Rule 23(e)(2)(C) requires that the Court consider whether “the relief provided for the class is adequate, taking into account: (i) the costs, risks, and delay of trial and appeal; (ii) the effectiveness of any proposed method of distributing relief to the class, including the method of processing class-member claims; (iii) the terms of any proposed award of attorney's fees, including timing of payment; and (iv) any agreement required to be identified under Rule 23(e)(3).” Fed. R. Civ. P. 23(e)(2)(C). “Before the Rule arrives at the articulation of sub-factors, its general directive asks whether the class's relief is adequate.” Final approval criteria—Rule 23(e)(2)(C): Adequate relief, 4 NEWBERG ON

CLASS ACTIONS § 13:51 (5th ed.). “In evaluating the value of the class members' claims, the court need not decide the merits of the case nor substitute its judgment of what the




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case might be worth for that of class counsel; however, ‘the court must at least satisfy itself that the class settlement is within the ‘ballpark’ of reasonableness.’” Id. (citation omitted). Ocean Spray has agreed to settle this matter for a non-reversionary total of $5,400,000. Agreement at § 7.4. In lieu of taking this matter to trial with the possibility of obtaining no relief, this is an excellent result for the Class. Further, the $5,400,000 nationwide settlement amount is reasonable considering that damages would be limited to a fraction of total sales if Plaintiffs were to prevail at trial. Damages for the nationwide class would be based on the price premium method, which is based on the difference between the value of the Products with the “No Artificial Flavors” statement and the actual value received. The amount of recovery per claimant is also adequate considering that Settlement Class Members can claim $1.00 in cash from the Settlement Fund per bottle of Products purchased (any size) during the Class Period, up to 20 bottles, limited to one claim per household. Agreement at § 7.2.1. As of June 16, 2020, 195,154 class members have submitted valid claim forms and it is estimated that 217,000 claim forms will be received before the claims period ends on July 1, 2020. Retnasaba Decl., ¶ 18. The average valid claim form reported 16.3 purchases of Ocean Spray Products. Retnasaba Decl., ¶ 19. Accordingly, the total number of valid claims that will be paid total approximately 3,537,000. Retnasaba Decl., ¶ 19. Once notice and administration costs along with Plaintiffs’ requested attorneys’ fees, costs, and incentive awards are deducted from the $5,400,000 Settlement Fund, there will be approximately $3,185,430.00 available for distribution to the Settlement Class.7 This means there will be a slight pro rata decrease

7 Notice and administration costs total $404,750. Retnasaba Decl., ¶ 21. Plaintiffs are also requesting $1,593,924.83 in attorneys’ fees, $205,895.17 in litigation costs, and $10,000 in total incentive awards. (See Plaintiffs’ Motion for Attorneys’ Fees, Costs, and Incentive Awards, Dkt. No. 245-1). Once notice and administration costs and Plaintiffs’ requested attorneys’ fees, costs, and incentive awards are deducted from the $5,400,000




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and $.90 will be paid per bottle claimed for each valid and timely claim submitted. ($3,185,430.00 in available funds for distribution / 3,537,000 valid claims = $.90 per claim). Because the average valid claim form reported 16.3 purchases (Retnasaba Decl., ¶ 19), the average settlement class member will receive approximately $14.67. This recovery is significant considering that the Plaintiffs calculated the average price of the Ocean Spray products at $3.25 (See Dkt. No. 192-5). The recovery per purchase (up to twenty purchases per household) for each claimant is an excellent result considering it represents a large fraction of total damages alleged by Plaintiffs and that Plaintiffs believed could have been recoverable at trial. Indeed, Hilsley’s expert, Dr. Belch, opined that the price premium attributable to the “No Artificial Flavors” claim is roughly 19%. (See Dkt. No. 192-5). Taking Hilsley’s presumed average retail price of $3.25 and price premium of 19%, the damages for each Product purchased could total 61 cents. ($3.25 x 19% price premium = 61 cents). Balancing all of the factors that go into protracted litigation and taking this into consideration, the Parties believe that the amount offered in the settlement is fair and reasonable. Moreover, the settlement agreement provides for significant injunctive relief (Agreement at § 7.3).

The Costs, Risks, and Delay of Trial and Appeal Support Final Approval The costs, risks, and delay of trial and appeal further support final approval. Proceeding in this litigation in the absence of settlement poses various risks including the possibilities of losing at trial or on appeal. Such considerations have been found to weigh heavily in favor of settlement. See Rodriguez, 563 F.3d at 966; Curtis-Bauer v. Morgan Stanley & Co., Inc., No. C 06-3903 TEH, 2008 WL 4667090, at *4 (N.D. Cal. Oct. 22, 2008) (“Settlement avoids the complexity, delay, risk and expense of continuing with the litigation and will produce a prompt, certain, and substantial recovery for the Plaintiff class.”). The Settlement eliminates these risks by ensuring Class Members a recovery that is “certain and immediate, eliminating the risk that class members would be left without

Settlement Fund, there will be $3,185,430 available for distribution to Settlement Class Members who submitted timely and valid claims.




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any recovery . . . at all.” Fulford v. Logitech, Inc., No. 08-cv-02041 MNC, 2010 U.S. Dist. LEXIS 29042, at *8 (N.D. Cal. Mar. 5, 2010).

The Proposed Method of Distribution Is Effective “[T]he goal of any distribution method is to get as much of the available damages remedy to class members as possible and in as simple and expedient a manner as possible.” Final approval criteria—Rule 23(e)(2)(C)(ii): Distribution method, 4 NEWBERG ON CLASS ACTIONS § 13:53 (5th ed.). The claims process has been straightforward and allows Settlement Class members to make a claim by submitting a valid and timely Claim Form to the Settlement Administrator without undue complication. See In re Toyota Motor Corp. Unintended Acceleration Mktg., Sales Practices, & Prod. Liab. Litig., No. 8:10ML 02151 JVS, 2013 WL 3224585, at *18 (C.D. Cal. June 17, 2013) (“The requirement that class members download a claim form or request in writing a claim form, complete the form, and mail it back to the settlement administrator is not onerous.”). This ease of the claims process is evidenced by the 195,154 valid claim forms that have been submitted to date. Retnasaba Decl., ¶ 18. The Settlement Agreement here provides for pro rata distribution to class, which will ensure that class members receive as much of the settlement fund as possible. This pro rata distribution ensures that Settlement Class Members will receive the maximum amount of the settlement fund and that no money will revert back to Defendant. See McGrath v. Wyndham Resort Dev. Corp., No. 15CV1631 JM (KSC), 2018 WL 637858, at *6 (S.D. Cal. Jan. 30, 2018) (finding a non-reversionary settlement fund to be “fair, reasonable, and adequate.”). As discussed above, there will be a slight pro rata decrease due to the number of valid claims submitted and approximately $.90 will be paid out for each of the estimated 3,537,000 valid claims. Because the average valid claim form reported 16.3 purchases (Retnasaba Decl., ¶ 19), the average settlement class member will receive approximately $14.67 from the settlement fund. Accordingly, the Court should find the proposed distribution method to be effective.




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The Requested Attorneys’ Fees Are Fair and Reasonable Class Counsel has fully addressed the reasonableness of the fee request in

Plaintiffs’ Motion for Attorneys’ Fees, Costs, and Incentive Awards that was filed on June 17, 2020. (Dkt. No. 245). Class Counsel are seeking fees in the amount of $1,593,924.83, which accounts for 29.51% of the total settlement fund plus out-of-pocket expenses in the amount of $205,895.17. Although the “benchmark” for attorneys’ fees in the Ninth Circuit is typically 25% of the common fund, Bluetooth, 654 F.3d at 942, Class Counsel’s fee request is within the range of what courts have approved in other class action cases. See, e.g., Singer v. Becton Dickinson & Co., No. 08–CV–821–IEG, 2010 WL 2196104 (S.D. Cal. June 1, 2010) (awarding 33.33% of $1 million settlement fund); Vasquez v. Coast Valley Roofing, Inc., 266 F.R.D. 482, 492 (E.D. Cal. 2010) (awarding 33.33% of $300,000 settlement fund); Weeks v. Kellogg Co., No. CV 09-08102 MMM RZX, 2013 WL 6531177, at *30 (C.D. Cal. Nov. 23, 2013) (awarding 30% of the $2.5 million settlement fund); Mollicone v. Universal Handicraft, No. 17-21468-CIV, 2018 WL 3913689, at *3 (S.D. Fla. Aug. 14, 2018) (awarding Class Counsel fees in the amount of 31.9% of the settlement fund). Accordingly, the Court should find that the requested attorneys fees and expenses are fair and reasonable.

Other Agreements Rule 23(e)(3) requires that the Parties “must file a statement identifying any

agreement made in connection with the [settlement] proposal.” Fed. R. Civ. P. 23(e)(3). Rule 23(e)(5)(B) also requires court approval for any consideration paid for “forgoing or withdrawing an objection.” Fed. R. Civ. P. 23(e)(5)(B). On March 6, 2020, Class Counsel entered into a confidential settlement agreement with the Plaintiffs in the related Froio Action that provides for incentive payments and attorneys’ fees for the plaintiffs for their efforts in prosecuting that action.8 Marron Decl., ¶ 20 & Ex. 2. This agreement is

8 A copy of the confidential settlement agreement entered into between Class Counsel and the Froio Plaintiffs is attached as Exhibit 2 to the concurrently filed Marron Declaration. Class Counsel is requesting that the confidential settlement agreement be maintained under seal as set forth in the accompanying motion to file under seal.




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reasonable in light of the fact that the present settlement will encompass the Froio Plaintiffs’ claims and because the Froio Plaintiffs previously sought to intervene in this action for purpose of seeking attorneys’ fees and costs. (Dkt. No. 233). Although the Motion to Intervene was denied, this Court recognized that the Froio Plaintiffs could still object to the settlement for purposes of seeking incentive payments and attorneys’ fees. (Dkt. No. 240 at 11:15-17). The Froio Plaintiffs could also appeal the Court’s ruling on their Motion to Intervene.

The confidential settlement agreement resolves the Froio Plaintiffs’ claims for attorneys’ fees and incentive awards thereby ensuring that relief provided to the Settlement Class in this action will not be delayed. Marron Decl., ¶ 22. The payment made under the confidential agreement will also be deducted from the attorneys’ fees awarded to Class Counsel in this action and therefore will not diminish the recovery to the Class in any way. Marron Decl., ¶ 22. Accordingly, the Court should find that the agreement between Class Counsel and the Froio Plaintiffs is fair and reasonable and the Court should approve the agreement under Rule 23(e)(5)(B).

D. The Proposed Settlement Treats Class Members Equitably Rule 23(e)(2)(D) requires the Court to consider whether the Settlement Agreement “treats class members equitably relative to each other.” Fed. R. Civ. P. 23(e)(2)(D). “A distribution of relief that favors some class members at the expense of others may be a red flag that class counsel have sold out some of the class members at the expense of others, or for their own benefit.” Final approval criteria—Rule 23(e)(2)(D): Intra-class equity, 4 NEWBERG ON CLASS ACTIONS § 13:56 (5th ed.). Here, the settlement treats each class member equally. As discussed above, each class member will receive the same amount of money per claim on a pro rata basis, with a limit of up to 20 claims. Agreement at § 7.2.1; Moreno, 2020 WL 1139672, at *9 (finding that a “settlement treats each class member equally as each class member’s settlement payment will be calculated pro rata[.]”). Because each class member is treated equally, the Court should approve the settlement as fair, reasonable, and adequate.




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E. The Absence of Governmental Participation Supports Final Approval Although CAFA does not create an affirmative duty for either state or federal officials to take any action in response to a class-action settlement, CAFA presumes that—once put on notice—state or federal officials will “raise any concerns that they may have during the normal course of the class action settlement procedures.” Garner v. State Farm Mut. Auto. Ins. Co., No. CV 08-1365, 2010 WL 1687832, at *14 (N.D. Cal. Apr. 22, 2010); see also LaGarde v. Support.com, Inc., No. C 12-0609, 2013 WL 1283325, at *7 (N.D. Cal. Mar. 26, 2013) (same); In re Netflix Privacy Litig., No. 5:11-cv-00379, 2013 WL 1120801 at *8 (N.D. Cal. Mar. 18, 2013) (same). To date, no state or federal official has raised any objection to the settlement.

F. The Reaction of the Class Members to the Proposed Settlement Has Been Favorable

It is well established that “the absence of a large number of objections to a proposed class action settlement raises a strong presumption that the terms of a proposed class settlement action are favorable to the class members.” Nat’l Rural Telecomms. Coop., 221 F.R.D. at 529 (collecting cases). Here, the response from Class members has been overwhelmingly positive. As of June 16, 2020, there have been approximately 195,154 valid claim forms submitted and only twelve requests for exclusions. Retnasaba Decl., ¶¶ 18-20. Although the objection deadline is currently set for July 1, 2020 (Dkt. No. 241 at 20), there have been no objections filed to date. Class Counsel has only received 15 letters from class members expressing dissatisfaction with the settlement and 2 letters expressing an intent to object to the settlement (Marron Decl., ¶ 18 & Ex. 1), which is far outweighed by the 195,154 valid claim forms that have been received. Retnasaba Decl., ¶ 18. This positive reaction to the Settlement indicates the Court should grant final approval, as the Court “‘may appropriately infer that a class action settlement is fair, adequate, and reasonable when few class members object to it.’” Garner, 2010 WL 1687832, at *14. The absence of objections is particularly noteworthy here, where notice of the settlement was




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disseminated to millions of consumers. See Section IV, supra. “‘It is established that the absence of a large number of objections to a proposed class action settlement raises a strong presumption that the terms of a proposed class settlement action are favorable to the class members.’” In re Omnivision Techs., Inc., 559 F. Supp. 2d at 1043 (quoting Nat’l Rural Telecomms. Coop., 221 F.R.D. at 528-29); see also Dupler v. Costco Wholesale Corp., 705 F. Supp. 2d 231, 239 (E.D.N.Y. 2010) (“[A] small number of class members seeking exclusion or objecting indicates an overwhelming positive reaction of the class.”). That presumption applies with full force here.

VII. THE SETTLEMENT CLASS SHOULD BE CERTIFIED FOR FINAL APPROVAL

The Court’s Preliminary Approval Order provisionally certified a nationwide Settlement Class defined as “[A]ll citizens and residents of the United States who, on or after January 1, 2011 until the [January 31, 2020] (the "Class Period"), purchased one of [the Products] for personal or household use and not for resale, in their respective state of citizenship[.]” (Dkt. No. 241 at 14).9 The Products are defined in the Court’s Preliminary Approval Order (Dkt. No. 241 at 14-16) and in the Parties’ Settlement Agreement. Agreement at § 2.26. The Court previously found that it could certify a Nationwide Settlement Class that is broader than the previously certified California Class. Dkt. No. 241 at 14; see also Spann v. J.C. Penney Corp., 314 F.R.D. 312, 320 (C.D. Cal. 2016) (adding additional time period and removing exclusion for class members who used coupons to previously certified class definition for purposes of settlement); In re TRS Recovery Servs., Inc. & Telecheck Servs., Inc., Fair Debt Collection Practices Act (FDCPA) Litig., Civ. No. 2:13-MD-2426-DBH, 2016 WL

9 “Excluded from the Settlement Class are (1) any judicial officer presiding over the action; (2) the Defendant, its subsidiaries, parent companies, successors, predecessors, and any entity in which Defendant or its parent has a controlling interest, and each of their current or former officers, directors, and employees; (3) legal representatives, successors, or assigns of any such excluded person; and (4) any person who properly executes and files a timely request for exclusion.” Dkt. No. 241 at 16-17.




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543137, at *2 (D. Me. Feb. 10, 2016) (certifying a settlement class that has been “merged and expanded by agreement” to cover not only the previously certified class of Maine residents, but also residents nationwide); Hahn v. Massage Envy Franchising LLC, No. 3:12-cv-00153-DMS-BGS, 2015 WL 2164981, at *1 (S.D. Cal. Mar. 6, 2015) (granting preliminary approval of class action settlement that expanded the certified class to encompass former and current members of Defendant’s clinics or spas nationwide, rather than only former members in California). The Settlement Class continues to meet the requirement of Rule 23 and should be certified for final approval as discussed below.

A. The Class Satisfies Rule 23(a) Numerosity

Rule 23(a)(1) requires that “the class is so numerous that joinder of all members is impracticable.” See Fed. R. Civ. P. 23(a)(1). “As a general matter, courts have found that numerosity is satisfied when class size exceeds 40 members, but not satisfied when membership dips below 21.” Slaven v. BP Am., Inc., 190 F.R.D. 649, 654 (C.D. Cal. 2000). Here, there have been 195,154 valid claims submitted as of June 16, 2020 (Retnasaba Decl., ¶ 18) and the Settlement Class obviously satisfies the numerosity requirement. Accordingly, the proposed Class is so numerous that joinder of their claims is impracticable.

Commonality Rule 23(a)(2) requires the existence of “questions of law or fact common to the class.” See Fed. R. Civ. P. 23(a)(2). Commonality is established if plaintiffs and class members’ claims “depend on a common contention,” “capable of class-wide resolution . . . [meaning] that determination of its truth or falsity will resolve an issue that is central to the validity of each one of the claims in one stroke.” Wal-Mart Stores, Inc. v. Dukes, 564 U.S. 338, 350 (2011). Because the commonality requirement may be satisfied by a single common issue, it is easily met. 1 H. Newberg & Conte, NEWBERG ON CLASS

ACTIONS § 3.10, at 3-50 (1992).




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There are ample issues of both law and fact here that are common to the members of the Class. All of the Class Members’ claims arise from a common nucleus of facts and are based on the same legal theories. Plaintiffs claim that the “No Artificial Flavors” statement on the Ocean Spray Product labels is false and misleading because the Products allegedly contain artificial ingredients (malic acid and fumaric acid) that function as flavors. These alleged misrepresentations were made in a uniform manner to each of the Class Members. Accordingly, commonality is satisfied by the existence of these common factual issues. See Arnold v. United Artists Theatre Circuit, Inc., 158 F.R.D. 439, 448 (N.D. Cal. 1994) (commonality requirement met by “the alleged existence of common discriminatory practices”). Second, Plaintiffs’ claims are brought under legal theories common to the Class as a whole. A legal theory common to the Class is itself sufficient to establish commonality. See Hanlon, 150 F.3d at 1019 (“All questions of fact and law need not be common to satisfy the rule. The existence of shared legal issues with divergent factual predicates is sufficient, as is a common core of salient facts coupled with disparate legal remedies within the class.”). Here, all of the legal theories asserted by Plaintiffs are common to all Class Members. Given that there are virtually no issues which affect only particular, individual members of the Class, commonality is satisfied.

Typicality Rule 23(a)(3) requires that the claims of the representative plaintiffs be “typical of the claims . . . of the class.” See Fed. R. Civ. P. 23(a)(3). “Under the rule’s permissive standards, representative claims are ‘typical’ if they are reasonably coextensive with those of absent class members; they need not be substantially identical.” See Hanlon, 150 F.3d at 1020. In short, to meet the typicality requirement, the representative plaintiffs simply must demonstrate that the members of the settlement class have the same or similar grievances. Gen. Tel. Co. of the Sw. v. Falcon, 457 U.S. 147, 161 (1982). The claims of the named Plaintiffs are typical of those of the Class. Like those of the Class, their claims arise out of the purchase of Ocean Spray Products for personal or




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household use after relying on Ocean Spray’s allegedly misleading “No Artificial Flavors” representations. The named Plaintiffs have precisely the same claims as the Class and must satisfy the same elements of each of their claims, as must other Class Members. Supported by the same legal theories, the named Plaintiffs and all Class Members share claims based on the same alleged course of conduct. The named Plaintiffs and all Class Members have been injured in the same manner by this conduct. Therefore, Plaintiffs satisfy the typicality requirement.

Adequacy The final requirement of Rule 23(a) is set forth in subsection (a)(4) which requires that the representative parties “fairly and adequately protect the interests of the class.” See Fed. R. Civ. P. 23(a)(4). Adequacy of the class representatives and Class Counsel was fully addressed in Section VI(A) above and will not be repeated here.

B. The Class Satisfies Rule 23(b)(3) In addition to meeting the prerequisites of Rule 23(a), Plaintiffs must also meet one of the three requirements of Rule 23(b) to certify the proposed class. See Zinser v. Accufix Research Inst., Inc., 253 F.3d 1180, 1186 (9th Cir. 2001). Under Rule 23(b)(3), a class action may be maintained if “the court finds that the questions of law or fact common to the members of the class predominate over any questions affecting only individual members, and that a class action is superior to other available methods for fairly and efficiently adjudicating the controversy.” See Fed. R. Civ. P. 23(b)(3). Certification under Rule 23(b)(3) is appropriate and encouraged “whenever the actual interests of the parties can be served best by settling their differences in a single action.” Hanlon, 150 F.3d at 1022.

Common Questions of Law and Fact Predominate The proposed Class is well-suited for certification under Rule 23(b)(3) because questions common to the Class Members predominate over questions affecting only individual Class Members. Predominance exists “[w]hen common questions present a significant aspect of the case and they can be resolved for all members of the class in a




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single adjudication.” Id. As the U.S. Supreme Court has explained, when addressing the propriety of certification of a settlement class, courts take into account the fact that a trial will be unnecessary and that manageability, therefore, is not an issue. Amchem, 521 U.S. at 619-62. In this case, common questions of law and fact exist and predominate over any individual questions, including, in addition to whether the settlement is reasonable (see Hanlon, 150 F.3d at 1026-27), inter alia: (1) whether Ocean Spray’s representations regarding its “No Artificial Flavors” claims were false and misleading or reasonably likely to deceive consumers; (2) whether Ocean Spray violated the CLRA, UCL, FAL and the MGL; (3) whether Ocean Spray defrauded Plaintiff and the Class Members; and (4) whether the Class has been injured by the wrongs complained of, and if so, whether Plaintiffs and the Class are entitled to damages, injunctive and/or other equitable relief, including restitution, and if so, the nature and amount of such relief. There are no concerns here about certifying a nationwide settlement class under Mazza v. Am. Honda Motor Co., 666 F.3d 581, 590 (9th Cir. 2012). In Mazza, the Ninth Circuit held that, when certifying a nationwide class, the burden is on the defendant to show “‘that foreign law, rather than California law, should apply to class claims.’” See also In re MDC Holdings Securities Litigation, 754 F. Supp. 785, 803–04, 808 (S.D. Cal. 1990) (the “court presumes that California law controls unless and until defendants show that choice of law problems render the common law claims inappropriate for class treatment.”); In re Seagate Technologies Sec. Litigation, 115 F.R.D. 264, 269, 274 (N.D. Cal. 1987) (applying California law to nationwide class because “[a]bsent the defendant carrying [its] burden, California law would govern the foreign state plaintiffs' claims” and noting several other decisions reaching this conclusion). The Ninth Circuit recently held that differences in state law do not defeat predominance in the settlement class context. See In re Hyundai & Kia Fuel Econ. Litig., 926 F.3d 539, 561 (9th Cir. 2019). This is especially relevant here because Ocean Spray is not opposing the certification of a nationwide class involving California and Massachusetts law for purposes of the Settlement. Consequently, for this Settlement,




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Ocean Spray is voluntarily subjecting itself to California and Massachusetts law, including California’s Consumer Legal Remedies Act and Massachusetts’ Consumer Protection Act, which provide greater protections to consumers than other jurisdictions. Where, as here, Ocean Spray’s products were widely distributed and there are significant contacts with California residents, and where Ocean Spray does not oppose California law applying to the nationwide Settlement Class, the Mazza choice of law analysis is easily satisfied because the interests of other states will not be impaired. In re Hyundai & Kia Fuel Econ. Litig., 926 F.3d at 561. Massachusetts’ MGL can also be applied to the nationwide Settlement Class because Ocean Spray maintains its principal place of business in Massachusetts and Massachusetts has significant contacts with the claims of each class member. Moreover, the considerations driving the remainder of the Mazza analysis are inapplicable here. In the settlement context, other states’ interests would not be undermined by the application of California and Massachusetts law because Ocean Spray is opting into a regime that protects consumers more vigorously than other states. In Hanlon, the Ninth Circuit also held that “the idiosyncratic differences between state consumer protection laws are not sufficiently substantive to predominate over the shared claims.” Hanlon, 150 F.3d at 1022–23; In re Hyundai & Kia Fuel Econ. Litig., 926 F.3d at 561 (“no party argued that California’s choice-of-law rules should not apply to this class settlement”); Sullivan v. DB Investments, Inc., 667 F.3d 273, 301 (3d Cir. 2011) (“variations in the rights and remedies available to injured class members under the various laws of the fifty states [do] not defeat commonality and predominance.”); In re Anthem, Inc. Data Breach Litig., 327 F.R.D. 299, 315 (N.D. Cal. 2018) (finding that differences between state consumer protection laws do not defeat predominance and certifying nationwide settlement class). Accordingly, the Court should find that common issues predominate.




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A Class Action Is the Superior Method for Adjudicating this Dispute The class mechanism is superior to other available means for the fair and efficient adjudication of the claims of the Class Members. Each individual Class Member likely lacks the resources to undergo the burden and expense of individual prosecution of the complex and extensive litigation necessary to try to establish Defendant’s liability. Individualized litigation increases the delay and expense to all parties and multiplies the burden on the judicial system. Individualized litigation also presents a potential for inconsistent or contradictory judgments. In contrast, the class action device presents far fewer management difficulties and provides the benefits of single adjudication, economy of scale, and comprehensive supervision by a single court. Accordingly, common questions predominate and a class action is the superior method of adjudicating this controversy.

VIII. CONCLUSION For the reasons set forth above, the Court should grant final approval of Plaintiffs’ class action settlement with Defendant Ocean Spray Cranberries, Inc.

Dated: June 18, 2020 Respectfully submitted,

/s/ Ronald A. Marron RONALD A. MARRON

LAW OFFICES OF RONALD A. MARRON, APLC RONALD A. MARRON MICHAEL HOUCHIN LILACH HALPERIN 651 Arroyo Drive San Diego, California 92103 Telephone: (619) 696-9006 Facsimile: (619) 564-6665




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LAW OFFICE OF DAVID ELLIOT DAVID ELLIOT (SBN 270381) [email protected] 2028 3rd Avenue San Diego, CA 92101 Telephone: (858) 228-7997 Attorneys for Plaintiffs and the Class


DECLARATION OF GAJAN RETNASABA

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CRYSTAL HILSLEY, on behalf of herself and all others similarly situated,

Plaintiff,

v. OCEAN SPRAY CRANBERRIES, INC.,

Defendant.

CASE NO. 3:17-CV-02335-GPC-MDD DECLARATION OF GAJAN RETNASABA IN SUPPORT OF PLAINTIFFS’ MOTION FOR FINAL APPROVAL

Date: July 31, 2020 Time: 1:30 p.m. Ctrm: 2D

Judge: Hon. Gonzalo P. Curiel



1 DECLARATION OF GAJAN RETNASABA

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I, Gajan Retnasaba, declare:

1. I am a Partner at Classaura LLC (“Classaura”), a class action

administration firm, located at 1718 Peachtree St #1080, Atlanta, Georgia. I am over

21 years of age and am not a party to this action. I have personal knowledge of the

facts set forth herein and, if called as a witness, could and would testify competently

thereto.

2. Classaura was retained by the Plaintiffs, and appointed by this Court, to

serve as the Claims Administrator to, among other tasks, publish notice of the

proposed class action settlement; receive and process Claim Forms; respond to Class

Member inquiries; establish and maintain the settlement website

(noartificialflavorslitigation.com) (hereinafter, “the Settlement Website”) and

perform other duties as specified in the Settlement Agreement preliminarily approved

by this Court on January 31, 2020.

PUBLICATION NOTICE

3. A notice was published in USA Today, a national magazine with a

circulation of approximately 730,000 and a reach of approximately 2,600,000

readers. The notice was published on Thursday, March 5, 2020. A true and correct

copy of the notice and an affidavit of publication from the publisher is attached hereto

as Exhibit A.

ONLINE NOTICE PUBLICATION

4. On February 22, 2020, Classaura began an online advertising campaign

on the social media website Facebook.com. The advertising targeted adults residing

in the United States who were identified as having an interest in Ocean Spray

Products. A true and correct copy of the advertisement is attached hereto as Exhibit

B.

5. The Facebook advertising campaign generated 50,074,709 impressions.

An “impression” (in the context of online advertising) is the number of times an

advertisement was displayed to an individual. The impression is displayed and gives


http://www.q10settlement.com/


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an individual the opportunity to click on the advertisement and be directed to the

Settlement Website for more information. Each time an ad is displayed to a visitor, it

is counted as one impression.

6. The Facebook advertising campaign had a reach of 32,637,459 unique

users. “Reach” is defined as the number of different people that the advertisement

was exposed to. Each time an ad is displayed to a user that has not previously been

exposed to the advertisement through that medium, it is counted as adding one to the

reach.

7. The online advertising campaign also made submissions to Consumer

Class Action Websites, which are websites used by consumers to stay informed of

class action settlements that may apply to them. Consumer class action websites that

displayed a summary of the settlement included ClassActionRebates.com and

TopClassActions.com.

PRESS RELEASE

8. Classaura crafted a neutral informational press release, providing a

summary of the settlement. On February 27, 2020, the press release was released

using the PR Newswire’s US1 National Newsline. US1 National Newsline provides

the press release to thousands of media outlets across the country, including national

and local newspapers, websites, and television and radio stations. The press release

was picked up and republished by 125 media outlets. A true and correct copy of the

press release along with a summary report of outlets that picked up the release is

attached hereto as Exhibit C.

CLRA NOTICE

9. California’s Consumers Legal Remedies Act (Cal. Civ. Code §1781)

requires published notice in a newspaper of general circulation in the county of the

transaction, once a week for four consecutive weeks. Accordingly, we published

notice in the San Diego Uptown Examiner on February 26, 2020, March 4, 2020,



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March 11, 2019, and March 18, 2020. A true and correct copy of the advertisements

and an affidavit of publication from the publisher are attached hereto as Exhibit D.

PHONE LINE

10. A dedicated toll-free number (855-873-3742) was set up on February 5,

2020 providing pre-recorded information and allowing class members to leave a

voicemail requesting further information. To date we have received 90 calls and

answered 15 voicemails.

WEBSITE & EMAIL

11. The Settlement Website (www.noartificialflavorlitigation.com) was set

up on February 5, 2020, providing information on the lawsuit and access to case

documents. The website includes a summary of the case, a list of important dates,

answers to frequently asked questions, key case filings, and contact information. The

Settlement Website also displayed the claim filing deadline; the deadline to opt-out

of the class settlement; the deadline to submit an objection; and the date of the

Fairness Hearing. The website address was set forth in all of the public notices

described above, as well as on the Claim Form. To date the website has been visited

375,319 times.

12. A dedicated email address ([email protected])

was set up on February 2, 2020 to answer questions from potential class members.

To date we have received and answered 327 emails.

CAFA NOTICE

13. In compliance with the Class Action Fairness Act (“CAFA”), 28 U.S.C.

§ 1715, Classaura compiled a CD-ROM containing the following documents:

a. The complaint, amended complaint, and associated exhibits in the

litigation;

b. The Court's Order Denying Defendant's Motion for Summary Judgment,

Order Granting in Part Class Certification, Order Granting in Part and

Denying in Part Platintiff's Motion for Partial Summary Judgment;


http://the/


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Denying Defendant Ocean Spray's Motion for Summary Judgment; and

Granting Arnold Worldwide's Motion for Summary Judgment, Order

Denying Defendant's Motion to Decertify Class, and Order Regarding

Class Notice.

c. The Motion for Preliminary Approval of Settlement;

d. The Long-Form and Short-Form notifications that will be provided to

class members informing them of the proposed settlement and their right

to be excluded from the class;

e. The parties' Proposed Settlement Agreement and exhibits;

14. The CD-ROM was accompanied by a cover letter (collectively, the

“CAFA Notice Packet”). A true and correct copy of the cover letter is attached hereto

as Exhibit E.

15. On November 18, 2019, CAFA Notice was mailed via United States

Postal Service (USPS), Priority Mail Service, to the U.S. Attorney General, the

Attorneys General of each of the 50 States and the District of Columbia, and the

Attorneys General of the 5 recognized U.S. Territories.

16. We have retained copies of the CD. Copies of the CD will be made

available to the court on request.

CLAIMS

17. To date we have received 259,882 claim forms from prospective class

members. Of these claims, 259,508 forms were submitted electronically, and 374

claim forms were submitted via mail.

18. Based on an initial review of claims submitted, we found 64,728 claim

forms to be invalid due to being duplicative or not meeting the settlement criteria. A

claim was judged duplicative if multiple identical or near identical claims were filed.

A claim was judged as not meeting the settlement criteria if the place of purchase or

product purchased stated on the claim form was not a place related to defendants or

where the defendants sold products. Thus, to date we have received 195,154 valid



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claim forms. Based on the current rate of submissions, we estimate that there will be

there approximately 217,000 valid claim forms.

19. Claimants were eligible to request payment for up to 20 purchases per

household on their claim forms. The average valid claim form reported 16.3

purchases. Thus, the total number of valid claims that will be paid is approximately

3,537,000.

REQUESTS FOR EXCLUSION

20. The deadline for Class Members to request to be excluded from the class

was a postmarked deadline of July 1, 2020. We have received 12 requests to opt-out

of the settlement to date.

COSTS

21. The costs incurred to provide notice of the settlement via publication,

Settlement Website, Press Release, Online Notice, and CAFA is $213,000. The cost

to administer the settlement, and process claims is $29,000 (assuming 290,000

claims). The cost to distribute payment to class members is $162,750 (assuming

217,000 approved claims). This brings the total cost to $404,750.

I declare under penalty of perjury of the laws of the United States that the

foregoing is true and correct. Executed on June 16, 2020 in Atlanta, Georgia.

__________________ Gajan Retnasaba


Exhibit A


SPORTS USA TODAY ❚ THURSDAY, MARCH 5, 2020 ❚ 5C

To view more Classified listings,

visit: www.classifieds.usatoday.com

NOTICES LEGAL NOTICE

LEGAL NOTICE

LEGAL NOTICE

UNITED STATES BANKRUPTCY COURTNORTHERN DISTRICT OF OHIO, EASTERN DIVISION

In re:FIRSTENERGY SOLUTIONS CORP., et al.,1

Debtors.

))))

Chapter 11Case No. 18-50757 (AMK)(Jointly Administered)Hon. Judge Alan M. Koschik

NOTICE OF EFFECTIVE DATE OF EIGHTH AMENDED JOINT PLANOF REORGANIZATION OF FIRSTENERGY SOLUTIONS CORP. AND

ITS DEBTOR AFFILIATES

TO ALL CREDITORS, INTEREST HOLDERS, AND OTHER PARTIES ININTEREST,PLEASE TAKE NOTICE OF THE FOLLOWING:

1. Confirmation of the Plan. On October 16, 2019, the United StatesBankruptcy Court for the Northern District of Ohio, Eastern Division (the“Bankruptcy Court”),entered the Order Confirming the Eighth Amended Joint Plan ofReorganization of FirstEnergy Solutions Corp., et al., Pursuant to Chapter 11 of theBankruptcy Code [Docket No.3283] (the“Confirmation Order”).Among other things,the Confirmation Order confirmed the Eighth Amended Joint Plan of Reorganizationof FirstEnergy Solutions Corp., et al., Pursuant to Chapter 11 of the Bankruptcy Code[Docket No.3278] (as amended, modified, or supplemented from time to time, the“Plan”)2 as satisfying the requirements of the Bankruptcy Code,thereby authorizingFirstEnergy Solutions Corp. and its debtor affiliates (collectively, the “Debtors”) toimplement the Plan on the Effective Date.

2. Effective Date. The Effective Date of the Plan occurred on February 27,2020. Each of the conditions precedent to consummation of the Plan enumeratedin Article IX of the Plan have been satisfied or waived in accordance with the provi-sions of the Plan.

3. Releases, Exculpation and Injunctions. Pursuant to the ConfirmationOrder, the settlement, release, injunction, exculpation and related provisions inArticleVIII of the Plan are now in full effect.

4. Administrative Claims Bar Date. All requests for payment of anAdministrative Claim (excluding Professional Fee Claims, any obligations arising inthe ordinary course of the Debtors’business with respect to post-petition accountspayable which by their terms become due and owing after the Effective Date, andany post-petition obligations owed to retail electricity customers or any employ-ees, former employees, and retirees of the Debtors) that accrued on or before theEffective Date must be Filed and served on the Reorganized Debtors no later thanMarch 30,2020 (i.e., the first business day that is thirty (30) days after the EffectiveDate). Holders of Administrative Claims that are required to File and serve a requestfor payment of such Administrative Claims by the Administrative Claims Bar Datethat do not File and serve such a request by the Administrative Claims Bar Dateshall be forever barred,estopped,and enjoined from asserting such AdministrativeClaims against the Debtors, the Reorganized Debtors, or their respective propertyand such Administrative Claims shall be deemed forever discharged and released asof the Effective Date.

5. Professional Fee Claims. All final requests for Professional Fee Claimsincurred during the period from the Petition Date through the Effective Date mustbe Filed and served on the Reorganized Debtors, the Committee and the UnitedStatesTrustee no later than April 27,2020 (i.e.,the first business day that is sixty (60)days after the Effective Date). All such final requests will be subject to approval bythe Bankruptcy Court after notice and a hearing in accordance with the proceduresestablished by the Bankruptcy Code and prior orders of the Bankruptcy Court in theChapter 11 Cases, including the Interim Compensation Order, and once approvedby the Bankruptcy Court, paid promptly from the Professional Fee Escrow Accountin its full Allowed amount. Notwithstanding anything to the contrary in the Plan,the provisions regarding the reimbursement of professional fees and expenses ofthe Supporting Creditors as set forth in the Process Support Agreement and of theConsenting Creditors as set forth in the Restructuring Support Agreement shall con-tinue through the Effective Date and,for the avoidance of doubt,such professionalsshall not be required to file any request for payment of such amounts pursuant toArticle II.A.3 of the Plan or otherwise.

6. Executory Contracts and Unexpired Leases Deemed Assumed. Inaccordance with Article V.A of the Plan, on the Effective Date, except as otherwiseprovided in the Plan,all Executory Contracts or Unexpired Leases of the Debtors,notpreviously assumed or rejected pursuant to an order of the Bankruptcy Court, willbe deemed to be Assumed Executory Contracts or Unexpired Leases, in accordancewith the provisions and requirements of sections 365 and 1123 of the BankruptcyCode, other than those Executory Contracts or Unexpired Leases that:(i) previouslywere assumed or rejected by the Debtors; (ii) are identified on the list of RejectedExecutory Contracts or Unexpired Leases filed with the Plan Supplement; (iii) arethe subject of a motion to reject an Executory Contract or Unexpired Lease that ispending on the Effective Date; or (iv) are subject to a motion to reject an ExecutoryContract or Unexpired Lease pursuant to which the requested effective date of suchrejection is on or after the Effective Date; provided, however that to the extent anExecutory Contract or Unexpired Lease is among one or more Debtors and one ormore FE Non-Debtor Parties,such Executory Contract or Unexpired Lease is deemedrejected as of the Effective Date,unless such Executory Contract or Unexpired Lease(a) has been previously assumed by the Debtors or (b) is identified on the list of

Assumed Executory Contracts or Unexpired Leases; and provided, further, however,to the extent that an Executory Contract or Unexpired Lease is among one or moreDebtors and one or more FE Non-Debtor Parties and any such Executory Contractis not an Insurance Policy or a Surety Indemnity Agreement, the Debtor will con-sult with the applicable FE Non-Debtor Party and obtain the consent of the appli-cable FE Non-Debtor Party before including such Executory Contract or UnexpiredLease on the list of Assumed Executory Contracts or Unexpired Leases. Entry ofthe Confirmation Order by the Bankruptcy Court shall constitute approval of suchassumptions and,to the extent applicable,assignments of the Executory Contractsand Unexpired Leases, and the rejection of the Executory Contracts or UnexpiredLeases listed on the list of Rejected Executory Contracts and Unexpired Leases filedwith the Plan Supplement pursuant to sections 365(a) and 1123 of the BankruptcyCode,in each case effective as of the Effective Date.

7. Rejection Damages Claims. In accordance with Article V.B of the Plan,unless otherwise provided by a Final Order of the Bankruptcy Court, all Proofs ofClaim with respect to Claims arising from the rejection of Executory Contracts orUnexpired Leases, pursuant to the Plan or the Confirmation Order, if any, must beFiled and served upon the Debtors or Reorganized Debtors,as applicable,within 30days after the later of:(i) notice of entry of an order of the Bankruptcy Court (includ-ing the Confirmation Order) approving such rejection; and (ii) the effective dateof such rejection. All counterparties to Executory Contracts or UnexpiredLeases identified on the list of Rejected Executory Contracts or UnexpiredLeases filed with the Plan Supplement, as amended, must file a Proofof Claim with respect to Claims arising from the rejection of ExecutoryContracts or Unexpired Leases by March 30, 2020 (i.e., the first businessday that is thirty (30) days after the Effective Date). Any Claims arisingfrom the rejection of an Executory Contract or Unexpired Lease not Filedand served within such time will be automatically disallowed, foreverbarred from assertion, and shall not be enforceable against the Debtorsor the Reorganized Debtors, the Estates, or their property without theneed for objection by the Reorganized Debtors or further notice to, oraction, order, or approval of the Bankruptcy Court or any other Entity,and any Claim arising out of the rejection of the Executory Contractor Unexpired Lease shall be deemed fully satisfied, released, and dis-charged, notwithstanding anything in the Schedules or a Proof of Claimto the contrary.

8. Binding Nature of Plan and Confirmation Order. The Plan and theConfirmation Order are binding on the Debtors, their estates, any party seeking toact on behalf of,or in respect of,the Debtors or the Debtors’estates,and any Holderof a Claim or Interest against the Debtors and such Holder’s respective successorsor assigns, whether or not: (i) such Holder’s Claim or Interest is Impaired under thePlan;(ii) such Holder has accepted the Plan;(iii) such Holder failed to vote to acceptor reject the Plan or voted to reject the Plan;(iv) such Holder is entitled to a distribu-tion under the Plan;(v) such Holder will receive or retain any property or interests inproperty under the Plan;or (vi) such Holder has filed a Proof of Claim in the Chapter11 Cases. You are encouraged to review the Plan and the Confirmation Order in theirentirety.

9. Copies of Plan and Confirmation Order. Copies of the Plan andConfirmation Order may be examined by any party in interest during normalbusiness hours at the Clerk of the United States Bankruptcy Court for the NorthernDistrict of Ohio, Eastern Division, 455 U.S. Courthouse, 2 South Main Street, Akron,Ohio 44308. You may also obtain copies of the Plan, Confirmation Order or of anydocuments filed in these chapter 11 cases for a fee via PACER at: https://ecf.ohnb.uscourts.gov/ or free of charge on the case information website of the Debtors’Claims and Noticing Agent,Prime Clerk LLC,at https://cases.primeclerk.com/FES.

Dated: February 27,2020, Respectfully submitted, /s/ Bridget A.Franklin ,BROUSEMCDOWELL LPA, Marc B. Merklin (0018195), Bridget A. Franklin (0083987), 388South Main Street, Suite 500, Akron, OH 44311-4407, Telephone: (330) 535-5711,Facsimile: (330) 253-8601, [email protected], [email protected] -and-AKIN GUMP STRAUSS HAUER & FELD LLP, Ira Dizengoff (admitted pro hac vice),Lisa Beckerman (admitted pro hac vice), Brad Kahn (admitted pro hac vice), OneBryant Park, New York, New York 10036, Telephone: (212) 872-1000, Facsimile:(212) 872-1002, [email protected], [email protected],[email protected] -and- Scott Alberino (admitted pro hac vice), Kate Doorley(admitted pro hac vice), 2001 K Street, N.W., Washington, D.C. 20006, Telephone:(202) 887-4000, Facsimile: (202) 887-4288 [email protected], [email protected],Counsel for Debtors and Debtors in Possession1 The Debtors in these chapter 11 cases (the “Chapter 11 Cases”), along with thelast four digits of each Debtor’s federal tax identification number, are: FE AircraftLeasing Corp.(9245),case no.18-50759;FirstEnergy Generation,LLC (0561),case no.18-50762;FirstEnergy Generation Mansfield Unit 1 Corp.(5914),case no.18-50763;FirstEnergy Nuclear Generation, LLC (6394), case no.18-50760; FirstEnergy NuclearOperating Company (1483), case no. 18-50761; FirstEnergy Solutions Corp. (0186);and Norton Energy Storage LLC (6928), case no. 18-50764. The Debtors’ address is:341White Pond Dr.,Akron,OH 44320.2 Capitalized terms used but not otherwise defined herein shall have the mean-ings ascribed to them in the Plan or the Confirmation Order,as applicable.

IN THE UNITED STATES BANKRUPTCY COURTFOR THE DISTRICT OF DELAWARE

In re:LUCKY’S MARKET PARENT COMPANY, LLC, et al.,1

Debtors.

Chapter 11Case No. 20-10166 (JTD)(Jointly Administered)

NOTICE OF BID PROCEDURES2

PLEASE TAKE NOTICE that the above-captioned debtors and debtors in possession (the“Debtors”) filedseven motions [Docket Nos.63,71,72,73,97,98,and 186] (the“Bid Procedures and Sale Motions”) with theUnited States Bankruptcy Court for the District of Delaware (the“Bankruptcy Court”).

PLEASE TAKE FURTHER NOTICE that on February 26, 2020, the Bankruptcy Court entered orders [DocketNos.282–288] (the“Bid Procedures Orders”) approving bid procedures (the“Bid Procedures”),which setkey dates,times and procedures related to the sales of certain of the Debtors’assets (collectively,the“Assets”).All interested bidders should carefully read the applicable Bid Procedures.To the extent there areany inconsistencies between the Bid Procedures and the summary description of the terms and conditionscontained in this Notice,the terms of the applicable Bid Procedures shall control.

PLEASE TAKE FURTHER NOTICE that the Debtors have been and will continue to market the Assetsin advance of the Auctions. To be eligible to participate in an Auction, each Bid and each Bidder must bedetermined by the Debtors, in consultation with the Consultation Parties, to comply with the conditions setforth in the applicable Bid Procedures.The deadline to submit a Qualified Bid is March 23, 2020 at 4:00 p.m.(prevailing Eastern Time) or such later date as may be agreed to by the Debtors (the“Bid Deadline”).To beconsidered,any Bid must comply with the requirements set forth in the applicable Bid Procedures.

PLEASE TAKE FURTHER NOTICE that,pursuant to the terms of the Bid Procedures Orders,an auction (each,an“Auction”) may be held on March 26, 2020 at 10:00 a.m. (prevailing Eastern Time) at the offices ofDebtors’ counsel, Polsinelli PC, 222 Delaware Avenue, Suite 1101,Wilmington, DE 19801 or such later time onsuch day or other place as the Debtors shall notify all Bidders who have submitted Qualified Bids,or at anotherlocation as may be timely disclosed by the Debtors to all Qualified Bidders.

PLEASE TAKE FURTHER NOTICE that, by February 28, 2020, the Debtors shall send a notice to eachContract Counterparty to an executory contract or unexpired lease setting forth the Debtors’calculation of thecure amount, if any, that would be owing to such counterparty if the Debtors decided to assume or assumeand assign such executory contract or unexpired lease, and alerting such nondebtor party that their con-tract may be assumed and assigned to the Successful Bidder (the “Cure and Possible Assumption andAssignment Notice”). Any Contract Counterparty that objects to the cure amount set forth in the Cure andPossible Assumption and Assignment Notice must file an objection (a “Cure Objection”) on or before 4:00p.m. prevailing Eastern Time on March 18, 2020.The deadline to object to the assignment of an execu-tory contract or unexpired lease to a stalking horse purchaser and the proposed form of adequate assuranceof future performance with respect to such contract or lease shall be 4:00 p.m. (prevailing Eastern Time)on March 24,2020.

PLEASE TAKE FURTHER NOTICE that a hearing will be held to confirm the results of an Auction andapprove the transactions contemplated in the Bid Procedures and the Bid Procedures and Sale Motions tothe applicable Successful Bidder at an Auction (the “Sale Hearing”) before the Honorable John T. Dorsey,Courtroom #5, U.S. Bankruptcy Court for the District of Delaware, 824 North Market Street, Wilmington,DE 19801, on March 30, 2020 at 3:00 p.m. (prevailing Eastern Time), or at such time thereafter ascounsel may be heard.The Sale Hearing may be adjourned by the Bankruptcy Court or the Debtors withoutfurther notice other than such adjournment announced in open court or a notice of adjournment filed on theBankruptcy Court’s docket. Objections to the relief requested at the Sale Hearing (except for anyobjection that arises at the Auction) must be filed and served so they are actually received by theDebtors no later than 4:00 p.m.(prevailing Eastern Time) on March 24,2020.Objections to a sale ofthe Assets to a Successful Bidder, other than a stalking horse purchaser, must be filed and servedso they are actually received by the Debtors no later than 4:00 p.m. (prevailing Eastern Time) onMarch 29, 2020. If a Contract Counterparty does not timely file and serve an objection before the applicabledeadline,that party will be forever barred from objecting to (a) the Debtors’proposed cure amount, or (b) theassignment of that party’s executory contract or unexpired lease to the Successful Bidder.

PLEASE TAKE FURTHER NOTICE that this Notice is subject to the full terms and conditions of the BidProcedures and the Bid Procedures Orders,which shall control in the event of any conflict with this Notice.TheDebtors encourage parties in interest to review such documents in their entirety.A copy of the Bid Proceduresand the Bid Procedures Orders may be obtained (a) upon request from the proposed counsel to the Debtors,Polsinelli PC, 222 Delaware Avenue, Suite 1101, Wilmington, Delaware 19801, Attn: Christopher A.Ward andPolsinelli PC,2950 N.Harwood,Suite 2100 Dallas,TX 75201,Attn:Liz Boydston; (b) for free from the website ofthe Debtors’noticing agent, Omni Agent Solutions, http://www.omniagentsolutions.com/LuckysMarket, and(c) for a fee via PACER by visiting http://www.deb.uscourts.gov.

POLSINELLI PC, /s/ Christopher A.Ward ,Christopher A.Ward (Del.Bar No.3877),222 Delaware Avenue,Suite1101,Wilmington,Delaware 19801,Telephone:(302) 252-0920,Facsimile:(302) 252-0921,[email protected] -and- Liz Boydston (Admitted Pro Hac Vice), 2950 N. Harwood, Suite 2100, Dallas, TX 75201, Telephone:(214) 661-5557,[email protected],Counsel to the Debtors and Debtors in Possession1 The Debtors in these chapter 11 cases,along with the last four digits of each Debtor’s federal tax identifica-tion number, are Lucky’s Market Parent Company, LLC (2055), Lucky’s Farmers Market Holding Company, LLC(5480), Lucky’s Market Operating Company, LLC (7064), LFM Stores LLC (3114), Lucky’s Farmers Market, LP(0828), Lucky’s Farmers Market Resource Center, LLC (7711), Lucky’s Market Holding Company 2, LLC (0607),Lucky’s Market GP 2, LLC (9335), Lucky’s Market 2, LP (8384), Lucky’s Market of Longmont, LLC (9789), Lucky’sFarmers Market of Billings, LLC (8088), Lucky’s Farmers Markets of Columbus, LLC (3379), Lucky’s FarmersMarket of Rock Hill, LLC (3386), LFM Jackson, LLC (8300), Lucky’s Farmers Market of Ann Arbor, LLC (4067),Lucky’s Market of Gainesville, LLC (7877), Lucky’s Market of Bloomington, LLC (3944), Lucky’s Market ofPlantation,LLC (4356),Lucky’s Market of Savannah,GA,LLC (1097),Lucky’s Market of Traverse,City,LLC (2033),Lucky’s Market of Naples,FL,LLC (8700),and Sinoc,Inc.(0723).2 Capitalized terms used but not otherwise defined herein shall have the meanings set forth in the BidProcedures or the Bid Procedures Orders,as applicable.

NOTHING WORKS LIKE USA TODAY MARKETPLACE

1-800-397-0070

When it comes to results

PHOENIX – The question is so obvi-ous you almost feel like an apology is inorder.

Hailie Deegan lets you know it’s OK.She senses what you’re going to ask.

Are you the next Danica Patrick?“I have met her but we never really

talked about racing” is how the 18-year-old racer begins her answer. “She wasgetting out of the NASCAR world as Iwas entering, so our paths really nevercrossed.”

It’s been a decade since Patrick be-gan to shift her focus from Indy cars tostock cars. Patrick is now retired, withthe 2013 Daytona 500 pole position hermost noteworthy achievement in 191NASCAR Cup Series races, which nettedjust seven top-10 finishes.

It was hoped Patrick’s popularity andsubstantial media presence would helpcreate opportunities for more women inNASCAR’s three national series. With afew exceptions, that didn’t happen.

But now racing onto the scene is Dee-gan, so ultra-energetic she seems per-fect for sponsor Monster Energy drink.Deegan appears best positioned to pickup where Patrick left off. Or, take it tothe next level.

Winning.Deegan’s next chance to do that is

Friday’s General Tire 150, the first timethe ARCA Menards Series has competedat Phoenix Raceway.

ARCA – Automobile Racing Club ofAmerica – was founded in 1953 and has mostly focused on Midwest short-track stock car racing. Now owned byNASCAR, ARCA has replaced the K&NPro Series as a driver training ground.

Deegan – remember, she’s only 18 –looks to have all of the tools needed by amodern racer. For example, just beforesitting down for an interview with The

Arizona Republic, she finished a tele-phone call to finalize sponsorship of herNo. 4 Ford at Phoenix Raceway by Toter,which manufacturers two-wheel curb-side waste and recycling collection bins.

Her willingness to race aggressively,which Deegan says she started doing inoff-road truck racing at age 8, got Ford’sattention. The automaker signed Dee-gan as one of its official developmentdrivers, providing her with simulatortime and physical training counseling.She debuted for the Blue Oval with asecond-place finish in this year’s ARCAopener at Daytona International Speed-way.

It’s that bolder driving style thatmight ultimately separate Deegan fromPatrick.

Deegan, who grew up in Temecula,California, has three ARCA West wins inthe last two years, each time makingcontact with the leader on the last lap.Twice, that was her teammate.

“You have to bump or throw a blocksometimes,” she said. “Even when itgoes wrong, how many times has itworked? I think it’s a matter of pickingand choosing your battles. You gotta dowhat you’ve gotta do to try to get a win.

“I have learned over the last two yearssituations I definitely could have han-dled better. I’m still learning how to flipthat switch on and off. I want to makethe most of every opportunity with theleast amount of collateral damage. Inevery race you make smart moves andyou take risks.”

Deegan’s father, Brian, starred in theslam-bam world of dirt-track bike andoff-road truck racing. “People wonderwhere I get my aggressiveness,” Deegansaid. “Since I was 8 I’ve been racing thatway.”

One thing Deegan’s not in a hurry todo is race at the Cup level.

She notes that even if it takes fiveyears to get there she would be youngerthan Cup race winners Chase Elliott andRyan Blaney.

Perhaps inevitably, the conversationturns back to Patrick.

“Danica pushed the barriers for girlsin racing but there’s still a long way togo,” Deegan said. “It’s a matter of do youwant to put the time into it at the levelyou’re at? (If not) you’re making it hard-er on yourself.

“When there’s a goal ahead of you,you want to move past it, and make anew goal for someone else.

“I don’t see why a girl couldn’t be suc-cessful in Cup racing. There’s no reasonshe couldn’t be.”

Danica, no doubt, would agree.

Deegan, 18, boldly drives through circuitsMichael KnightSpecial to Arizona RepublicUSA TODAY Network

ARCA Menards Series driver Hailie Deegan’s racing start tied to her father Brian,left, a successful motocross and off-road truck racer. ROBERT HANASHIRO, USA TODAY

28. Ryan Newman ................................. 3629. Brennan Poole ................................. 3430. David Ragan .................................... 3331. Daniel Suarez ................................... 1632. Christopher Bell ............................... 1333. Reed Sorenson ................................ 1034. Quin Houff ........................................ 835. Ryan Preece ...................................... 636. Garrett Smithley ............................... 5

Rookie standings1. Tyler Reddick ..................................... 552. John H. Nemechek ............................ 513. Cole Custer ........................................ 444. Brennan Poole ................................... 345. Christopher Bell ................................. 136. Quin Houff .......................................... 8

Laps led leaders1. Alex Bowman .................................... 1132. Chase Elliott ...................................... 933. Kevin Harvick .................................... 924. Denny Hamlin .................................... 795. Ryan Blaney ....................................... 776. Joey Logano ..................................... 606. Ricky Stenhouse Jr. .......................... 608. Brad Keselowski ................................ 369. Ryan Newman .................................... 1510. Kyle Busch ........................................ 14

11. Jimmie Johnson ............................... 1312. Clint Bowyer ..................................... 1013. Aric Almirola ...................................... 614. Martin Truex Jr. ................................. 415. William Byron ..................................... 115. Austin Dillon ....................................... 115. Corey Lajoie ....................................... 115. Michael McDowell .............................. 1

Miles led leaders1. Alex Bowman ................................. 227.52. Denny Hamlin ................................ 197.53. Chase Elliott .................................. 162.54. Ryan Blaney .................................. 146.55. Kevin Harvick ................................ 138.06. Ricky Stenhouse Jr. ....................... 117.07. Joey Logano ................................... 96.08. Brad Keselowski ............................. 87.09. Ryan Newman ................................. 37.510. Kyle Busch .................................... 35.011. Jimmie Johnson ............................. 27.512. Clint Bowyer ................................. 20.013. Aric Almirola .................................. 15.014. Martin Truex Jr. ............................... 7.515. Corey Lajoie .................................... 2.516. Michael McDowell ........................... 2.517. William Byron .................................. 2.018. Austin Dillon .................................... 1.5

Points standings

1. Ryan Blaney ..................................... 1222. Joey Logano ..................................... 1113. Alex Bowman ................................... 1104. Kevin Harvick ................................... 1105. Jimmie Johnson .............................. 1066. Chase Elliott .................................... 1057. Denny Hamlin .................................... 948. Matt DiBenedetto ............................. 879. Kyle Larson ....................................... 8610. Aric Almirola .................................... 8411. Chris Buescher ................................. 8212. Brad Keselowski .............................. 8213. Martin Truex Jr. ................................ 7914. Austin Dillon .................................... 7615. Ricky Stenhouse Jr. ......................... 7316. Clint Bowyer .................................... 7017. Bubba Wallace ................................. 6918. Erik Jones ........................................ 6719. Kyle Busch ....................................... 6520. William Byron ................................. 6021. Kurt Busch ....................................... 5922. Corey Lajoie .................................... 5823. Tyler Reddick .................................. 5524. John H. Nemechek .......................... 5125. Ty Dillon .......................................... 4626. Cole Custer ..................................... 4427. Michael McDowell ........................... 39

NASCAR CUP SERIES



Exhibit B



Exhibit C


Classaura Announces No Artificial Flavors LitigationClass Action Settlement

NEWS PROVIDED BYClassaura

Feb 27, 2020, 05:00 ET

SAN DIEGO, Feb. 27, 2020 /PRNewswire/ -- A proposed settlement has been reached in a class action lawsuit involving

Ocean Spray Cranberries, Inc. ("Ocean Spray"). The settlement establishes a $5,400,000 settlement fund. Class members

may be eligible for cash payments of up to $20 per household.

On January 31 , 2020, United States District Court for the Southern District of California, Judge Gonzalo P. Curiel,

preliminarily approved a settlement of a lawsuit between Ocean Spray and purchasers of certain Ocean Spray beverages.

The lawsuit alleged that certain Ocean Spray product labels claiming "No Artificial Flavors" are false and misleading

because the Products contain the ingredients dl-malic acid and/or fumaric acid, which the plaintiffs assert function as

artificial flavors. Ocean Spray denies the allegations and any wrongdoing as those ingredients do not function as flavors in

the Products. To avoid the expense and distraction of continued litigation, the parties have reached a settlement.

The proposed class settlement will establish a settlement fund $5,400,000.00 to pay class member claims, notice,

administration, plaintiffs' incentive awards, and legal expenses and attorneys' fees.

You may be a member of the Settlement Class if you are a citizen and resident of the United States who purchased one or

more of the Products during the Class Period (i.e., January 1, 2011 to January 31, 2020) in your respective state of citizenship.

The Products must have been purchased for personal or household use and not for resale or distribution.

Products include in the settlement include the following Ocean Spray beverage products:

Cran-Apple, Cran-Grape, "100% Apple" Juice Drink, Cran-Raspberry, WaveApple with White Cranberries, WaveBerry Medley,

Cran-Cherry, Cran-Pineapple, Cran-Pomegranate, Diet Cran-Pomegranate, Diet Cran-Cherry, 100% Juice Cranberry Cherry

Flavor, Cran-Strawberry, Diet Blueberry, Diet Cranberry with Lime, Cran-Lemonade, Classic Tea White Cranberry Peach,

Cran-TeaWhite Cranberry Peach, Classic Tea Cranberry, Cran-TeaCranberry, 100% Premium Juice Cranberry Apple, 100%

Cranberry Concord Grape, 100% Juice Cranberry Raspberry, 100% Juice Cranberry Pomegranate, 100% Juice Tropical Citrus

Fruit & Vegetable, Light Tropical Citrus Fruit & Vegetable, 100% Juice Cranberry Pomegranate Blueberry Fruit & Vegetable,

Pink Cranberry Passionfruit Juice Drink, 100% Juice Cranberry Mango, Pink Lite Cranberry Juice Drink, Light Cran-Mango,

Pink Cranberry Juice Drink, Pink Lite Cranberry Juice Drink, Pink Cranberry Juice Drink, Ruby Pomegranate, Diet Cran-Tea,

100% Juice Cranberry Pineapple, Diet Cran-Pineapple, Mocktails Tropical Citrus, Cran-America, Pink Cranberry Juice Drink,

Cranharvest Cranberry Apple Cider, Diet Cran-Raspberry, Diet Cran-Apple, Diet Cranberry, Diet Cran-Grape, Cranberry

Cranenergy, Diet Ruby Red, New Light 50 Cranberry Grape, Sparkling Citrus Tangerine, Cranenergy Sparkling Diet

Cranberry, Ruby Cherry, Cherry Juice Cocktail, CranenergySparkling Cranberry, Sparkling Pink Cranberry Juice Drink, Pom

Blue Sparkling Beverage, Sparkling Cranberry, Diet Pom Blue Sparkling Beverage, Sparkling Diet Cranberry, Sparkling

st

®

®

®


https://www.prnewswire.com/news/classaura

Cran-Raspberry, Sparkling Cran-Grape, Diet Cran-Lemonade, Cran-Mango, Ruby Cranberry, 100% Citrus Tangerine Orange,

100% Citrus Mango Pineapple, Cran-TropicalJuice Drink, Light Cranberry Apple, Diet Cran-Mango, Light Ruby Red,

Blueberry Juice Cocktail, Blueberry Pomegranate, Diet Blueberry Pomegranate, Light Cran-Pomegranate, Raspberry

Cranenergy, New Light 50 Cranberry Raspberry, Pomegranate Cranenergy, Wave Mango Pineapple, & Diet Cran-

Blackberry.

Claimants who submit a timely and valid claim will receive $1.00 in cash from the Settlement Fund per bottle of Product

purchased (any size) during the Class Period, up to 20 bottles, limited to one claim per household (total payable per

household in no event to exceed $20, unless distribution is increased as described below).

Claims can be submitted online at the class website www.NoArtificialFlavorsLitigation.com. Claims must be submitted by

July 10, 2020. Class members may request to be excluded from the class ("opt out" of the settlement), comment on the

settlement, or object to the settlement, but must do so by July 1, 2020. Class members who do nothing will not receive any

payment and will bound by the Court's decision.

If the total amount of eligible claims exceeds the Settlement Fund, then each claimant's award will be proportionately

reduced. If there is any remaining cash amount in the Settlement Fund after payment of all claims, costs, and fees, the

settlement administrator will divide it equally among the authorized claimants and will pay each authorized claimant his

or her proportionate share of the remaining cash amount.

Within 12 months after the Final Approval Effective Date, Ocean Spray will discontinue manufacturing the Products that

contain the artificial versions of malic acid and/or fumaric acid as an ingredient with labels that contain the claim "no

artificial flavors," provided Ocean Spray will be permitted to exhaust existing label stock purchased, printed, or ordered

prior to the Final Approval Effective Date.

Your rights and options – and the deadlines to exercise them – are only summarized in this press release. It is only a

summary of the full class action settlement. A Long Form Notice describes, in full, how to file a claim, object, or exclude

yourself, and provides other important information. For more information and to obtain a Long Form Notice, claim form or

other documents, visit www.NoArtificialFlavorsLitigation.com. You may also contact the Settlement Administrator by

emailing [email protected], or by writing to: No Artificial Flavors Litigation, c/o Classaura Class

Action Administration, 1718 Peachtree St #1080, Atlanta, GA 30309, or by calling 1-855-873-3742.

Location: San Diego, CA

Filed by: Classaura LLC

Phone: 855-873-3742

Email: [email protected]

SOURCE Classaura


http://www.noartificialflavorslitigation.com/

http://www.noartificialflavorslitigation.com/



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http://apnews.com/PR Newswire/0d710565412c68edd86b7066b3e9fff0

http://www.tulsaworld.com/classaura-announces-no-artificial-flavors-litigation-class-action-settlement/article_91d33e76-3a77-5402-befe-169e00494558.html

http://www.newson6.com/story/41824307/classaura-announces-no-artificial-flavors-litigation-class-action-settlement

https://finance.yahoo.com/news/classaura-announces-no-artificial-flavors-100000635.html

http://finance.dailyherald.com/dailyherald/news/read/39575070/Classaura_Announces_No_Artificial_Flavors_Litigation_Class_Action_Settlement

http://markets.buffalonews.com/buffnews/news/read/39575070/Classaura_Announces_No_Artificial_Flavors_Litigation_Class_Action_Settlement

https://www.benzinga.com/pressreleases/20/02/n15425300/classaura-announces-no-artificial-flavors-litigation-class-action-settlement

http://www.roanoke.com/classaura-announces-no-artificial-flavors-litigation-class-action-settlement/article_0df8c307-0237-5203-9c0a-1e3ac9184a6d.html

https://www.streetinsider.com/PRNewswire/Classaura+Announces+No+Artificial+Flavors+Litigation+Class+Action+Settlement/16533656.html

http://www.wdrb.com/news/national/classaura-announces-no-artificial-flavors-litigation-class-action-settlement/article_d3e50d87-02eb-590b-bab3-0c30761ee2c1.html

http://www.news9.com/story/41824307/classaura-announces-no-artificial-flavors-litigation-class-action-settlement

http://www.kake.com/story/41824307/classaura-announces-no-artificial-flavors-litigation-class-action-settlement

https://www.vbprofiles.com/press_releases/5e579479b9abe46f0339a3d3

http://finance.minyanville.com/minyanville/news/read/39575070

http://www.wboc.com/story/41824307/classaura-announces-no-artificial-flavors-litigation-class-action-settlement

http://www.onenewspage.com/prnewswire.php?rkey=20200227CL27421&filter=3968

http://www.wrcbtv.com/story/41824307/classaura-announces-no-artificial-flavors-litigation-class-action-settlement

https://newsblaze.com/pr-newswire/?rkey=20200227CL27421&filter=12684

http://www.dothaneagle.com/classaura-announces-no-artificial-flavors-litigation-class-action-settlement/article_ee6f9ea2-5305-5b65-80c2-5082460c6f7c.html

http://www.abc-7.com/story/41824307/classaura-announces-no-artificial-flavors-litigation-class-action-settlement

http://money.mymotherlode.com/clarkebroadcasting.mymotherlode/news/read/39575070

http://www.ktvn.com/story/41824307/classaura-announces-no-artificial-flavors-litigation-class-action-settlement

http://www.wfmj.com/story/41824307/classaura-announces-no-artificial-flavors-litigation-class-action-settlement

http://markets.financialcontent.com/wral/news/read/39575070/Classaura_Announces_No_Artificial_Flavors_Litigation_Class_Action_Settlement

http://markets.financialcontent.com/townhall/news/read/39575070

http://markets.financialcontent.com/tamarsecurities/news/read/39575070

http://markets.financialcontent.com/prnews.pressrelease/news/read/39575070/classaura_announces_no_artificial_flavors_litigation_class_action_settlement

http://markets.financialcontent.com/ibtimes/news/read/39575070

http://markets.financialcontent.com/gatehouse.rrstar/news/read/39575070/Classaura_Announces_No_Artificial_Flavors_Litigation_Class_Action_Settlement

http://markets.financialcontent.com/gafri/news/read/39575070/Classaura_Announces_No_Artificial_Flavors_Litigation_Class_Action_Settlement

http://markets.financialcontent.com/franklincredit/news/read/39575070

http://markets.financialcontent.com/fatpitch.valueinvestingnews/news/read/39575070

http://markets.financialcontent.com/dowtheoryletters/news/read/39575070

http://markets.financialcontent.com/dailypennyalerts/news/read/39575070

http://markets.financialcontent.com/citcomm.kvoram/news/read/39575070

http://markets.financialcontent.com/bpas/news/read/39575070

http://markets.financialcontent.com/ascensus/news/read/39575070

http://markets.financialcontent.com/1discountbrokerage/news/read/39575070

http://www.abc6.com/story/41824307/classaura-announces-no-artificial-flavors-litigation-class-action-settlement

http://www.djournal.com/classaura-announces-no-artificial-flavors-litigation-class-action-settlement/article_36b7bb5a-bc13-5f6a-ac69-df25299c9bb2.html

http://www.klkntv.com/story/41824307/classaura-announces-no-artificial-flavors-litigation-class-action-settlement

http://www.erienewsnow.com/story/41824307/classaura-announces-no-artificial-flavors-litigation-class-action-settlement

http://markets.chroniclejournal.com/chroniclejournal/news/read/39575070

http://www.tickertech.com/cgi/?a=news&ticker=a&w=&story=202002202002270500PR_NEWS_USPR_____CL27421

http://www.rfdtv.com/story/41824307/classaura-announces-no-artificial-flavors-litigation-class-action-settlement

http://www.troyrecord.com/multimedia/classaura-announces-no-artificial-flavors-litigation-class-action-settlement/article_b8072279-2a26-5909-a8dd-ae6848ee8b3b.html

http://www.weny.com/story/41824307/classaura-announces-no-artificial-flavors-litigation-class-action-settlement

http://mysillylittlegang.com/prnewswire/?rkey=20200227CL27421&filter=951

http://www.wicz.com/story/41824307/classaura-announces-no-artificial-flavors-litigation-class-action-settlement

http://business.dailytimesleader.com/dailytimesleader/news/read/39575070/Classaura_Announces_No_Artificial_Flavors_Litigation_Class_Action_Settlement

http://business.thepilotnews.com/thepilotnews/news/read/39575070/Classaura_Announces_No_Artificial_Flavors_Litigation_Class_Action_Settlement

http://business.starkvilledailynews.com/starkvilledailynews/news/read/39575070/Classaura_Announces_No_Artificial_Flavors_Litigation_Class_Action_Settlement

http://www.snntv.com/story/41824307/classaura-announces-no-artificial-flavors-litigation-class-action-settlement

http://sogotradedev.websol.barchart.com/?module=topNews&storyID=4455226&selected=news&symbol=

http://business.bentoncourier.com/bentoncourier/news/read/39575070/Classaura_Announces_No_Artificial_Flavors_Litigation_Class_Action_Settlement

http://business.decaturdailydemocrat.com/decaturdailydemocrat/news/read/39575070/Classaura_Announces_No_Artificial_Flavors_Litigation_Class_Action_Settlement

https://www.marketscreener.com/news/Classaura-Announces-No-Artificial-Flavors-Litigation-Class-Action-Settlement--30072432/

http://business.observernewsonline.com/observernewsonline/news/read/39575070/Classaura_Announces_No_Artificial_Flavors_Litigation_Class_Action_Settlement

https://axcessnews.com/pr-newswire/?rkey=20200227CL27421&filter=12685

http://business.punxsutawneyspirit.com/punxsutawneyspirit/news/read/39575070/Classaura_Announces_No_Artificial_Flavors_Litigation_Class_Action_Settlement

http://business.mammothtimes.com/mammothtimes/news/read/39575070/Classaura_Announces_No_Artificial_Flavors_Litigation_Class_Action_Settlement

http://business.inyoregister.com/inyoregister/news/read/39575070/Classaura_Announces_No_Artificial_Flavors_Litigation_Class_Action_Settlement

http://www.1170kfaq.com/story/41824307/classaura-announces-no-artificial-flavors-litigation-class-action-settlement

http://business.malvern-online.com/malvern-online/news/read/39575070/Classaura_Announces_No_Artificial_Flavors_Litigation_Class_Action_Settlement

http://business.borgernewsherald.com/borgernewsherald/news/read/39575070

http://business.ridgwayrecord.com/ridgwayrecord/news/read/39575070/Classaura_Announces_No_Artificial_Flavors_Litigation_Class_Action_Settlement

http://www.profitquotes.com/cgi/?a=news&ticker=a&w=&story=202002202002270500PR_NEWS_USPR_____CL27421

http://www.1007thescore.com/story/41824307/classaura-announces-no-artificial-flavors-litigation-class-action-settlement

http://www.doublet973.com/story/41824307/classaura-announces-no-artificial-flavors-litigation-class-action-settlement

http://business.theeveningleader.com/theeveningleader/news/read/39575070/Classaura_Announces_No_Artificial_Flavors_Litigation_Class_Action_Settlement

http://business.poteaudailynews.com/poteaudailynews/news/read/39575070/Classaura_Announces_No_Artificial_Flavors_Litigation_Class_Action_Settlement

http://markets.ask.com/ask/news/read/39575070

http://www.tulsacw.com/story/41824307/classaura-announces-no-artificial-flavors-litigation-class-action-settlement

http://angelacares.org/resources/pr-newswire-news/?rkey=20200227CL27421&filter=5088

http://www.telemundolubbock.com/story/41824307/classaura-announces-no-artificial-flavors-litigation-class-action-settlement

http://www.magic1065.com/story/41824307/classaura-announces-no-artificial-flavors-litigation-class-action-settlement

https://latinbusinesstoday.com/pr-newswire/?rkey=20200227CL27421&filter=11813

http://www.fox34.com/story/41824307/classaura-announces-no-artificial-flavors-litigation-class-action-settlement

http://www.fox21delmarva.com/story/41824307/classaura-announces-no-artificial-flavors-litigation-class-action-settlement

http://www.lubbockcw.com/story/41824307/classaura-announces-no-artificial-flavors-litigation-class-action-settlement

http://business.sweetwaterreporter.com/sweetwaterreporter/news/read/39575070/Classaura_Announces_No_Artificial_Flavors_Litigation_Class_Action_Settlement

http://www.kvoo.com/story/41824307/classaura-announces-no-artificial-flavors-litigation-class-action-settlement

http://business.times-online.com/times-online/news/read/39575070/Classaura_Announces_No_Artificial_Flavors_Litigation_Class_Action_Settlement

http://business.am-news.com/am-news/news/read/39575070/Classaura_Announces_No_Artificial_Flavors_Litigation_Class_Action_Settlement

http://www.1077yesfm.com/story/41824307/classaura-announces-no-artificial-flavors-litigation-class-action-settlement

http://business.theantlersamerican.com/theantlersamerican/news/read/39575070/Classaura_Announces_No_Artificial_Flavors_Litigation_Class_Action_Settlement

http://quotes.fatpitchfinancials.com/fatpitch.financials/news/read/39575070

http://business.kanerepublican.com/kanerepublican/news/read/39575070/Classaura_Announces_No_Artificial_Flavors_Litigation_Class_Action_Settlement

http://www.mylubbocktv.com/story/41824307/classaura-announces-no-artificial-flavors-litigation-class-action-settlement

http://www.oldies977lubbock.com/story/41824307/classaura-announces-no-artificial-flavors-litigation-class-action-settlement

http://www.937theeagle.com/story/41824307/classaura-announces-no-artificial-flavors-litigation-class-action-settlement

http://business.minstercommunitypost.com/minstercommunitypost/news/read/39575070/Classaura_Announces_No_Artificial_Flavors_Litigation_Class_Action_Settlement

http://business.wapakdailynews.com/wapakdailynews/news/read/39575070/Classaura_Announces_No_Artificial_Flavors_Litigation_Class_Action_Settlement

http://manhattanweek.com/?page_id=1478&rkey=20200227CL27421&filter=4113

http://business.dptribune.com/dptribune/news/read/39575070

http://business.thepostandmail.com/thepostandmail/news/read/39575070/Classaura_Announces_No_Artificial_Flavors_Litigation_Class_Action_Settlement

http://stocks.newsok.com/newsok/news/read/39575070/Classaura_Announces_No_Artificial_Flavors_Litigation_Class_Action_Settlement

http://markets.post-gazette.com/postgazette/news/read/39575070

http://thenumbers.marketplace.org/publicradio/news/read/39575070

https://invertirusa.com/entertainment-media-news/?rkey=20200227CL27421&filter=15947

https://folsomlocalnews.com/latest-news-pr-newswire?rkey=20200227CL27421&filter=13006

https://1stcounsel.com/pr-newswire/?rkey=20200227CL27421&filter=12727

http://www.wrde.com/story/41824307/classaura-announces-no-artificial-flavors-litigation-class-action-settlement

http://www.onenewspage.us/prnewswire.php?rkey=20200227CL27421&filter=4884

http://www.lubbocks969thebull.com/story/41824307/classaura-announces-no-artificial-flavors-litigation-class-action-settlement

http://www.khits.com/story/41824307/classaura-announces-no-artificial-flavors-litigation-class-action-settlement

http://www.htv10.tv/story/41824307/classaura-announces-no-artificial-flavors-litigation-class-action-settlement

http://www.datelinecarolina.org/story/41824307/classaura-announces-no-artificial-flavors-litigation-class-action-settlement

http://www.bigcountry995.com/story/41824307/classaura-announces-no-artificial-flavors-litigation-class-action-settlement

http://www.929thedrive.com/story/41824307/classaura-announces-no-artificial-flavors-litigation-class-action-settlement

http://southeast.newschannelnebraska.com/story/41824307/classaura-announces-no-artificial-flavors-litigation-class-action-settlement

http://rivercountry.newschannelnebraska.com/story/41824307/classaura-announces-no-artificial-flavors-litigation-class-action-settlement

http://plattevalley.newschannelnebraska.com/story/41824307/classaura-announces-no-artificial-flavors-litigation-class-action-settlement

http://panhandle.newschannelnebraska.com/story/41824307/classaura-announces-no-artificial-flavors-litigation-class-action-settlement

http://northeast.newschannelnebraska.com/story/41824307/classaura-announces-no-artificial-flavors-litigation-class-action-settlement

http://midplains.newschannelnebraska.com/story/41824307/classaura-announces-no-artificial-flavors-litigation-class-action-settlement

http://metro.newschannelnebraska.com/story/41824307/classaura-announces-no-artificial-flavors-litigation-class-action-settlement

http://markets.winslowevanscrocker.com/winslow/news/read/39575070

http://central.newschannelnebraska.com/story/41824307/classaura-announces-no-artificial-flavors-litigation-class-action-settlement

http://business.smdailypress.com/smdailypress/news/read/39575070/Classaura_Announces_No_Artificial_Flavors_Litigation_Class_Action_Settlement

http://business.bigspringherald.com/bigspringherald/news/read/39575070/Classaura_Announces_No_Artificial_Flavors_Litigation_Class_Action_Settlement

Exact Match PickupExact matches are full text postings of your content which we have found in the online andsocial media that we monitor. Understand how it is calculated.

Total Exact Matches: 125Total Potential Audience: 99,060,869.

Total Pickup by Source Type

Broadcast Media (47/37.6%)Newspaper (38/30.4%)Online News Sites & Other Influencers (24/19.2%)Financial News Service (7/5.6%)News & Information Service (5/4.0%)Other (4/3.2%)

Total Pickup by Industry

Media & Information (99/79.2%)Financial (21/16.8%)Business Services (1/0.8%)Medical/Healthcare (1/0.8%)Multicultural & Demographic (1/0.8%)Other (2/1.6%)

Logo Outlet Name Location Source Type Industry PotentialAudience

Chase Online View Release

UnitedStates

News & InformationService

Financial 29,804,771visitors/month

MarketWatch Online View Release

UnitedStates

Financial News Service Financial 16,341,607visitors/month

Morningstar Online View Release

Global Financial Data,Research & Analytics


PR Newswire Online View Release

Global PR Newswire Media &Information

9,372,666visitors/month


http://vrhelp.mediaroom.com/definitions

https://idc.chase.com/newspublic/story?article=668ac900af37f1b2&

http://www.marketwatch.com/press-release/classaura-announces-no-artificial-flavors-litigation-class-action-settlement-2020-02-27

https://www.morningstar.com/news/pr-newswire/20200227cl27421/classaura-announces-no-artificial-flavors-litigation-class-action-settlement

https://www.prnewswire.com/news-releases/classaura-announces-no-artificial-flavors-litigation-class-action-settlement-301009557.html

AP NEWS [The Associated Press] Online View Release

UnitedStates


Media &Information


Tulsa World [Tulsa, OK] Online View Release

UnitedStates

Newspaper Media &Information


KOTV-TV CBS-6 [Tulsa, OK] Online View Release

UnitedStates

Broadcast Media Media &Information


Yahoo! Finance Online View Release

Global Online News Sites &Other Influencers

Media &Information


Daily Herald [Chicago, IL] Online View Release

UnitedStates



Buffalo News [Buffalo, NY] Online View Release

UnitedStates



Benzinga Online View Release

UnitedStates

Online News Sites &Other Influencers


The Roanoke Times [Roanoke, VA] Online View Release

UnitedStates



StreetInsider Online View Release

UnitedStates



WDRB-TV FOX [Louisville, KY] Online View Release

UnitedStates



KWTV-TV CBS-9 [Oklahoma City, OK] Online View Release

UnitedStates


854,368visitors/month

KAKE-TV ABC [Wichita, KS] Online View Release

UnitedStates



VB Profiles Online View Release

UnitedStates


Business Services 610,488visitors/month

Minyanville Online View Release

UnitedStates


Financial 455,400visitors/month

WBOC-TV CBS-16 [Salisbury, MD] Online View Release

UnitedStates




http://apnews.com/PR Newswire/0d710565412c68edd86b7066b3e9fff0

http://www.tulsaworld.com/classaura-announces-no-artificial-flavors-litigation-class-action-settlement/article_91d33e76-3a77-5402-befe-169e00494558.html

http://www.newson6.com/story/41824307/classaura-announces-no-artificial-flavors-litigation-class-action-settlement

https://finance.yahoo.com/news/classaura-announces-no-artificial-flavors-100000635.html

http://finance.dailyherald.com/dailyherald/news/read/39575070/Classaura_Announces_No_Artificial_Flavors_Litigation_Class_Action_Settlement

http://markets.buffalonews.com/buffnews/news/read/39575070/Classaura_Announces_No_Artificial_Flavors_Litigation_Class_Action_Settlement

https://www.benzinga.com/pressreleases/20/02/n15425300/classaura-announces-no-artificial-flavors-litigation-class-action-settlement

http://www.roanoke.com/classaura-announces-no-artificial-flavors-litigation-class-action-settlement/article_0df8c307-0237-5203-9c0a-1e3ac9184a6d.html

https://www.streetinsider.com/PRNewswire/Classaura+Announces+No+Artificial+Flavors+Litigation+Class+Action+Settlement/16533656.html

http://www.wdrb.com/news/national/classaura-announces-no-artificial-flavors-litigation-class-action-settlement/article_d3e50d87-02eb-590b-bab3-0c30761ee2c1.html

http://www.news9.com/story/41824307/classaura-announces-no-artificial-flavors-litigation-class-action-settlement

http://www.kake.com/story/41824307/classaura-announces-no-artificial-flavors-litigation-class-action-settlement

https://www.vbprofiles.com/press_releases/5e579479b9abe46f0339a3d3

http://finance.minyanville.com/minyanville/news/read/39575070

http://www.wboc.com/story/41824307/classaura-announces-no-artificial-flavors-litigation-class-action-settlement

One News Page Global Edition Online View Release


Media &Information


WRCB-TV NBC-3 [Chattanooga, TN] Online View Release

UnitedStates



NewsBlaze US Online View Release

UnitedStates


Media &Information


Dothan Eagle [Dothan, AL] Online View Release

UnitedStates



WZVN-TV ABC-7 [Fort Myers, FL] Online View Release

UnitedStates



myMotherLode.com [Sonora, CA] Online View Release

UnitedStates



KTVN-TV CBS-2 [Reno, NV] Online View Release

UnitedStates



WFMJ-TV NBC-21 [Youngstown, OH] Online View Release

UnitedStates



WRAL-TV CBS-5 [Raleigh, NC] Online View Release

UnitedStates



Townhall Finance Online View Release

UnitedStates

Financial News Service Media &Information


Tamar Securities Online View Release

UnitedStates



FinancialContent - PR Newswire Online View Release

UnitedStates

Financial News Service Media &Information


IBTimes Online View Release

UnitedStates



Rockford Register Star [Rockford, IL] Online View Release

UnitedStates



Great American Financial Resources Online View Release

UnitedStates




http://www.onenewspage.com/prnewswire.php?rkey=20200227CL27421&filter=3968

http://www.wrcbtv.com/story/41824307/classaura-announces-no-artificial-flavors-litigation-class-action-settlement

https://newsblaze.com/pr-newswire/?rkey=20200227CL27421&filter=12684

http://www.dothaneagle.com/classaura-announces-no-artificial-flavors-litigation-class-action-settlement/article_ee6f9ea2-5305-5b65-80c2-5082460c6f7c.html

http://www.abc-7.com/story/41824307/classaura-announces-no-artificial-flavors-litigation-class-action-settlement

http://money.mymotherlode.com/clarkebroadcasting.mymotherlode/news/read/39575070

http://www.ktvn.com/story/41824307/classaura-announces-no-artificial-flavors-litigation-class-action-settlement

http://www.wfmj.com/story/41824307/classaura-announces-no-artificial-flavors-litigation-class-action-settlement

http://markets.financialcontent.com/wral/news/read/39575070/Classaura_Announces_No_Artificial_Flavors_Litigation_Class_Action_Settlement

http://markets.financialcontent.com/townhall/news/read/39575070

http://markets.financialcontent.com/tamarsecurities/news/read/39575070

http://markets.financialcontent.com/prnews.pressrelease/news/read/39575070/classaura_announces_no_artificial_flavors_litigation_class_action_settlement

http://markets.financialcontent.com/ibtimes/news/read/39575070

http://markets.financialcontent.com/gatehouse.rrstar/news/read/39575070/Classaura_Announces_No_Artificial_Flavors_Litigation_Class_Action_Settlement

http://markets.financialcontent.com/gafri/news/read/39575070/Classaura_Announces_No_Artificial_Flavors_Litigation_Class_Action_Settlement

Franklin Credit Management Online View Release

UnitedStates



Value Investing News Online View Release

UnitedStates

Financial News Service Financial 156,085visitors/month

Dow Theory Letters Online View Release

UnitedStates

Banking & FinancialInstitutions


Daily Penny Alerts Online View Release

UnitedStates



KVOR 740-AM [Colorado Springs, CO] Online View Release

UnitedStates



Benefit Plans Administrative Services Online View Release

UnitedStates



Ascensus Online View Release

UnitedStates



1st Discount Brokerage Online View Release

UnitedStates


WLNE-TV ABC-6 [Providence, RI] Online View Release

UnitedStates



Daily Journal [Tupelo, MS] Online View Release

UnitedStates



KLKN-TV ABC-8 [Lincoln, NE] Online View Release

UnitedStates



WICU-TV NBC-12 / WSEE-TV CBS-35 [Erie,PA] Online View Release

UnitedStates



The Chronicle Journal [Thunder Bay, ON] Online View Release

Canada Newspaper Media &Information


Ticker Technologies Online View Release

UnitedStates


RFD-TV [Nashville, TN] Online View Release

UnitedStates




http://markets.financialcontent.com/franklincredit/news/read/39575070

http://markets.financialcontent.com/fatpitch.valueinvestingnews/news/read/39575070

http://markets.financialcontent.com/dowtheoryletters/news/read/39575070

http://markets.financialcontent.com/dailypennyalerts/news/read/39575070

http://markets.financialcontent.com/citcomm.kvoram/news/read/39575070

http://markets.financialcontent.com/bpas/news/read/39575070

http://markets.financialcontent.com/ascensus/news/read/39575070

http://markets.financialcontent.com/1discountbrokerage/news/read/39575070

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Exhibit D




Exhibit E


1718 Peachtree St #1080 214.502.9376 Atlanta, GA 30309 [email protected]

By Priority Mail

The United States Attorney General, State Attorneys General, and Territory Attorneys General

November 18, 2019

Re: CAFA Notice of Proposed Settlement: Hilsley v. Ocean Spray Cranberries, Inc., United States District Court for the Southern District of California,

Case No. 3:17-CV-2335-GPC-MDD

Dear Sir or Madam:

Pursuant to the Class Action Fairness Act of 2005, 28 U.S.C. § 1711 et seq. (“CAFA”), and on behalf of the Defendant in the above-referenced action, this letter provides notice of the proposed settlement of the above-captioned matter. Toward that end, and in accordance with CAFA, please find enclosed a CD containing the following documents:

1. The complaint, amended complaint, and associated exhibits in the litigation;

2. The Court’s Order Denying Defendant’s Motion for Summary Judgment, Order Granting in Part Class Certification, Order Granting in Part and Denying in Part Platintiff’s Motion for Partial Summary Judgment; Denying Defendant Ocean Spray’s Motion for Summary Judgment; and Granting Arnold Worldwide’s Motion for Summary Judgment, Order Denying Defendant’s Motion to Decertify Class, and Order Regarding Class Notice.

3. The Motion for Preliminary Approval of Settlement;

4. The Long-Form and Short-Form notifications that will be provided to class members informing them of the proposed settlement and their right to be excluded from the class;

5. The parties’ Proposed Settlement Agreement and exhibits;

The proposed definition for the Settlement Class extends to: “all citizens and residents of the United States who, on or after January 1, 2011 until the [date preliminary approval is granted] (the "Class Period"), purchased one of the following Products for personal or household use and not for resale, in their respective state of citizenship:


http://www.classaura.com/

• Ocean Spray® Cran-Apple™; • Ocean Spray® Cran-Grape™; • Ocean Spray® “100% Apple” Juice Drink; • Ocean Spray® Cran-Raspberry™; • Ocean Spray® Wave™ Apple with White Cranberries; • Ocean Spray® Wave™ Berry Medley; • Ocean Spray® Cran-Cherry™; • Ocean Spray® Cran-Pineapple™; • Ocean Spray® Cran-Pomegranate™; • Ocean Spray® Diet Cran-Pomegranate™; • Ocean Spray® Diet Cran-Cherry™; • Ocean Spray® 100% Juice Cranberry Cherry Flavor • Ocean Spray® Cran-Strawberry™ • Ocean Spray® Diet Blueberry • Ocean Spray® Diet Cranberry With Lime • Ocean Spray® Cran-Lemonade™ • Ocean Spray® Classic Tea White Cranberry Peach • Ocean Spray® Cran-Tea™ White Cranberry Peach • Ocean Spray® Classic Tea Cranberry • Ocean Spray® Cran-Tea™ Cranberry • Ocean Spray® 100% Premium Juice Cranberry Apple • Ocean Spray® 100% Cranberry Concord Grape • Ocean Spray® 100% Juice Cranberry Raspberry • Ocean Spray® 100% Juice Cranberry Pomegranate • Ocean Spray® 100% Juice Tropical Citrus Fruit & Vegetable • Ocean Spray® Light Tropical Citrus Fruit And Vegetable • Ocean Spray® 100% Juice Cranberry Pomegranate Blueberry Fruit & Vegetable • Ocean Spray® Pink Cranberry Passionfruit Juice Drink • Ocean Spray® 100% Juice Cranberry Mango • Ocean Spray® Pink Lite Cranberry Juice Drink • Ocean Spray® Light Cran-Mango™ • Ocean Spray® Pink Cranberry Juice Drink • Ocean Spray® Pink Lite Cranberry Juice Drink • Ocean Spray® Pink Cranberry Juice Drink • Ocean Spray® Ruby Pomegranate • Ocean Spray® Diet Cran-Tea™ • Ocean Spray® 100% Juice Cranberry Pineapple • Ocean Spray® Diet Cran-Pineapple™ • Ocean Spray® Mocktails Tropical Citrus • Ocean Spray® Cran-America™ • Ocean Spray® Pink Cranberry Juice Drink • Ocean Spray® Cranharvest™ Cranberry Apple Cider • Ocean Spray® Diet Cran-Raspberry™ • Ocean Spray® Diet Cran-Apple™ • Ocean Spray® Diet Cranberry • Ocean Spray® Diet Cran-Grape™


• Ocean Spray® Cranberry Cranenergy™ • Ocean Spray® Diet Ruby Red • Ocean Spray® New Light 50 Cranberry Grape • Ocean Spray® Sparkling Citrus Tangerine • Ocean Spray® Cranenergy™ Sparkling Diet Cranberry • Ocean Spray® Ruby Cherry • Ocean Spray® Cherry Juice Cocktail • Ocean Spray® Cranenergy™ Sparkling Cranberry • Ocean Spray® Sparkling Pink Cranberry Juice Drink • Ocean Spray® Pom Blue Sparkling Beverage • Ocean Spray® Sparkling Cranberry • Ocean Spray® Diet Pom Blue Sparkling Beverage • Ocean Spray® Sparkling Diet Cranberry • Ocean Spray® Sparkling Cran-Raspberry™ • Ocean Spray® Sparkling Cran-Grape™ • Ocean Spray® Diet Cran-Lemonade™ • Ocean Spray® Cran-Mango™ • Ocean Spray® Ruby Cranberry • Ocean Spray® 100% Citrus Tangerine Orange • Ocean Spray® 100% Citrus Mango Pineapple • Ocean Spray® Cran-Tropical™ Juice Drink • Ocean Spray® Light Cranberry Apple • Ocean Spray® Diet Cran-Mango™ • Ocean Spray® Light Ruby Red • Ocean Spray® Blueberry Juice Cocktail • Ocean Spray® Blueberry Pomegranate • Ocean Spray® Diet Blueberry Pomegranate • Ocean Spray® Pomegranate Cranenergy™ • Ocean Spray® Light Cran-Pomegranate™ • Ocean Spray® Wave ™ Mango Pineapple • Ocean Spray® Raspberry Cranenergy™ • Ocean Spray® Diet Cran-Blackberry™ • Ocean Spray® New Light 50 Cranberry Raspberry.”

The vast majority of sales of the subject products were made through independently operated retail stores and, thus, are not in Defendant’s possession, custody, or control. Accordingly, there is no precise tally of the number of class members in each state, nor is there available a list of class members in each state, nor is it feasible to provide an estimate of the number of class members residing in each state.

We hereby advise you that no agreements of any kind were made contemporaneously between class counsel and counsel for defendant.

A fairness hearing for the case has been scheduled for January 24, 2020 at 1:30 p.m., at the U.S. District Court for the Southern District of California, Courtroom 2D, 221 West Broadway, San Diego, CA 90012.


If you have questions about this notice, the lawsuit, or the enclosed materials, please contact me at the

address below.

Gajan Retnasaba

Hi Isley v. Ocean Spray Settlement Class Action Administrator

Classaura LLC

1718 Peachtree St #1080

Atlanta, GA 30309

214.502.9376

[email protected]


Hilsley v. Ocean Spray Cranberries, Inc., No. 3:17-cv-2335-GPC-MDD

DECLARATION OF RONALD A. MARRON IN SUPPORT OF PLAINTIFFS’ UNOPPOSED MOTION FOR FINAL APPROVAL OF CLASS ACTION SETTLEMENT

1 2 3 4 5 6 7 8 9

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CRYSTAL HILSLEY and WILLIAM RILEY, on behalf of themselves and all others similarly situated,

Plaintiffs, vs.

OCEAN SPRAY CRANBERRIES, INC.,

Defendant.

CASE NO. 3:17-CV-2335-GPC-MDD CLASS ACTION

DECLARATION OF RONALD A. MARRON IN SUPPORT OF PLAINTIFFS’ UNOPPOSED MOTION FOR FINAL APPROVAL OF CLASS ACTION SETTLEMENT Date: July 31, 2020 Time: 1:30 p.m. Ctrm: 2D Judge: Hon. Gonzalo P. Curiel




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I, Ronald A. Marron, hereby declare as follows: 1. I am a member in good standing of the State Bar of California and of

the United States District Courts for the Central, Eastern, Northern, and Southern Districts of California as well as the Ninth Circuit Court of Appeals and the United States Supreme Court. I submit this Declaration in Support of Plaintiffs’ Unopposed Motion for Final Approval of Class Action Settlement. I make this Declaration based on my personal knowledge and if called to testify, I could and would competently testify to the matters contained herein.

The Parties Have Engaged in Substantial Discovery 2. Throughout the course of this litigation, the Parties have engaged in

substantial discovery. On April 6, 2018, Plaintiff Hilsley served a first set of Requests for Production of Documents (“RFPs”) on Ocean Spray. On June 8, 2018, Hilsley served a first set of Interrogatories (“ROGs”) and a second set of RFPs on Ocean Spray. On June 1, 2018, Ocean Spray served RFPs and ROGs on Hilsley. On October 3, 2018, Ocean Spray served a second set of RFPs on Plaintiff Hilsley. Hilsley served objections and responses to Ocean Spray’s first set of discovery on July 5, 2018 and second set of RFPs on November 1, 2018. On May 4, 2018, Ocean Spray served objections and responses to Hilsley’s first set of RFPs and on July 9, 2018, Ocean Spray served objections and responses to Hilsley’s first set of ROGs and second set of RFPs.

3. On August 11, 2018, Hilsley filed an ex parte motion to compel Ocean Spray to respond to discovery requests. On September 20, 2018, the Court granted in part and denied in part Hilsley’s Motion to Compel, and on October 3, 2018, Ocean Spray served supplemental responses to Hilsley’s interrogatories pursuant to the Court’s Order. The supplemental responses provided important sales information that helped Plaintiff formulate her damages model.

4. On April 30, 2018, Hilsley served a 30(b)(6) deposition notice on Ocean Spray. On June 20, 2018, Ocean Spray served objections and responses to




1 2 3 4 5 6 7 8 9

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Hilsley’s 30(b)(6) notice. On June 27, 2018, Hilsley took the 30(b)(6) deposition of Erich Fritz. On June 27, 2019, Ocean Spray served a notice of deposition with document requests on Hilsley and an amended notice of deposition on July 31, 2018. Hilsley served objections and responses to Ocean Spray’s amended deposition notice on August 3, 2018. On August 4, 2018, Ocean Spray took the deposition of Ms. Hilsley.

5. On September 27, 2018, Hilsley served a deposition subpoena that included several document requests on Tate & Lyle, Ocean Spray’s malic acid ingredient supplier, and on October 22, 2018, Hilsley took the deposition of Matthew Duane, Tate & Lyle’s person most knowledgeable. In response to Hilsley’s subpoena, Tate & Lyle produced several documents that Plaintiff believed were crucial to the claims in the litigation, including the artificial nature of malic acid and its alleged function as a flavoring ingredient.

6. On June 21, 2018, Hilsley served subpoenas on a number of retailers of Ocean Spray products, including Ralphs Grocery Company, Target Corporation, the Vons Companies, Walmart, Inc., and Costco Wholesale Corporation. On May 10, 2019, Hilsley served a subpoena on Information Resources, Inc. (“IRI”) and obtained retail-level sales information regarding the Ocean Spray Products.

7. Both Hilsley and Ocean Spray retained several experts who submitted expert reports or rebuttal expert reports. Drs. Laszlo P. Somogyi, George E. Belch, Alan G. Goedde, and Henry Chin submitted expert reports in support of Hilsley’s position. Nancy Higley, Nicole Liska, Paula Lent, and Sarah Butler submitted expert reports in support of Ocean Spray’s position. Ocean Spray took the depositions of Drs. Alan G. Goedde, Laszlo P. Somogyi, and George E. Belch on February 7, 2019, March 22, 2019, and May 20, 2019, respectively. Hilsley took the deposition of Paula Lent, Sarah Butler, Nancy Higley, and Nicole Liska on February 22, 2019, May 25, 2019, May 29, 2019, and June 20, 2019, respectively.




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The Parties Have Also Engaged in Extensive Motion Practice 8. During the course of the litigation, the Parties also engaged in

extensive motion practice including multiple cross motions for Summary Judgment and motions to certify and to decertify the Class. On August 16, 2018, Hilsley filed a Motion for Class Certification and to Appoint Class Counsel. (Dkt. No. 23). On November 29, 2018, the Court issued an Order Granting in Part and Denying in Part Plaintiff’s Motion for Class Certification and to Appoint Class Counsel. (Dkt. No. 83). Class certification was granted with respect to Hilsley’s claims under the CLRA, the UCL, and the FAL. (Dkt. No. 83). However, the Court denied class certification for Hilsley’s claims for breach of express and implied warranties. (Dkt. No. 83).

9. On September 8, 2018, Ocean Spray filed its first Motion for Summary Judgment. (Dkt. No. 31). On October 30, 2018, the Court issued an Order Denying Defendants’ Motion for Summary Judgment. (Dkt. No. 76). On March 27, 2019, Hilsley filed a Motion for Partial Summary Judgment and on April 11, 2019, Hilsley filed a Motion to Exclude the Testimony, Opinions, and Reports of Defendants’ Experts. (Dkt. Nos. 101, 105). On April 11, 2019, Ocean Spray filed a second Motion for Summary Judgment and a Motion to Decertify the Class. (Dkt. Nos. 108-109). On April 11, 2019, Arnold Worldwide, LLC, also filed a Motion for Summary Judgment. (Dkt. No. 111). On June 24, 2019, the Court denied Plaintiff’s Motion to Exclude Ocean Spray’s Experts. (Dkt. No. 188). On July 3, 2019, the Court granted in part and denied in part Hilsley’s Motion for Partial Summary Judgment, denied Defendant Ocean Spray’s second Motion for Summary Judgment, and granted Defendant Arnold Worldwide, LLC’s Motion for Summary Judgment. (Dkt. No. 193). The Court dismissed Defendant Arnold Worldwide, LLC as a Defendant and also dismissed several of Ocean Spray’s affirmative defenses. See id. On July 10, 2019, the Court denied Ocean Spray’s Motion to Decertify the Class. (Dkt. No. 196).




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The Parties Were Prepared to Go to Trial 10. Hilsley and Ocean Spray both filed Rule 26(a)(3)(A) Pretrial

Disclosures on July 26, 2019. (Dkt. Nos. 201, 202). The Parties attended a Pretrial Conference that took place on August 23, 2019. During the Pretrial Conference, the Court entered an Order setting a trial date for November 4, 2019, but encouraged the Parties to discuss a resolution of the Hilsley matter. The Court also issued a Pretrial Order on August 26, 2019. (Dkt. No. 214). On October 11, 2019, Hilsley filed four separate motions in liminie in preparation for trial. (Dkt. Nos. 220, 221, 222 & 223).

The Parties’ Settlement Negotiations and Preliminary Approval 11. Following the Pretrial Conference that took place on August 23, 2019,

the Parties began meaningful settlement negotiations. On August 26, 2019, Magistrate Judge Mitchell D. Dembin ordered a settlement conference to be held on September 19, 2019. (Dkt. No. 212). Prior to and during the settlement conference held before Magistrate Judge Dembin, the Parties engaged in strenuous settlement negotiations that resulted in the Settlement Agreement. The Parties invested substantial time and effort to work through initially incompatible settlement postures and overcome vigorous disagreements. The proposed resolution embodied in the Settlement was the product of heavily contested arm’s length negotiation. The settlement negotiations were hard-fought, with both Parties and their counsel thoroughly familiar with the applicable facts, legal theories, and defenses on both sides.

12. On October 18, 2019, the Parties filed a Notice of Settlement with the Court. (Dkt. No. 224). Thereafter, on October 25, 2019, Plaintiff Hilsley along with Plaintiff William Riley, a Massachusetts resident, filed a First Amended Complaint. (Dkt. No. 228). The First Amended Complaint describes a nationwide class and seeks both monetary damages and injunctive relief for the following claims: (1) Violations of the CLRA; (2) Violations of the FAL; (3) Violations of




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the UCL.; (4) Violations of the Massachusetts Consumer Protection Act, MGL Ch. 93A; and (5) Violations of Massachusetts General Laws Chapter 266 § 91.

13. On November 8, 2019, Plaintiffs filed their Motion for Preliminary Approval of Class Action Settlement. (Dkt. No. 232). On December 11, 2019, Michael Froio and Mikhail Surman, the plaintiffs in the related action titled Froio, et al. v. Ocean Spray Cranberries, Inc., Case No. 1:18-cv-12005-FDS (D. Mass. Sept. 24, 2018) (“Froio”), filed a Motion to Intervene in the present action. (Dkt. No. 233). The Froio Plaintiffs contended that they “do not seek to obstruct the settlement,” but rather were intervening for the purpose of obtaining compensation for their work in the Froio Action. (Dkt. No. 233-1 at 1:4-8). The preliminary approval hearing was held on January 23, 2020 (Dkt. No. 239). Following the preliminary approval hearing, this Court issued an Order denying the Froio Plaintiffs’ Motion to Intervene holding that “the more appropriate procedure for the relief Proposed Intervenors seek is to file an objection to the settlement as opposed to intervening as plaintiffs.” (Dkt. No. 240 at 11:15-17). On January 31, 2020, the Court entered an Order granting Preliminary approval of the proposed settlement finding that the settlement is “fair, reasonable, adequate, and in the best interests of the Settlement Class.” (Dkt. No. 241 at 14 ¶ 3). This Court also approved the Parties’ proposed notice plan and set the Final Approval Hearing for July 31, 2020 at 1:30 p.m. (Dkt. No. 241). Class Counsel Believes that the Settlement Is an Excellent Result for the Class

14. Through the discovery process, Class Counsel has obtained sufficient information and documents to evaluate the strengths and weaknesses of the case. In the eyes of Class Counsel, the proposed Settlement provides the Class with an outstanding opportunity to obtain significant relief at this stage in the litigation. The Settlement also abrogates the risks that might prevent them from obtaining any relief.




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15. The amount of recovery per claimant is also adequate considering that Settlement Class Members can claim $1.00 in cash from the Settlement Fund per bottle of Products purchased (any size) during the Class Period, up to 20 bottles, limited to one claim per household. Agreement at § 7.2.1. It is my understanding that this amount may be reduced slightly on a pro rata basis to $.90 per claim in light of the number of claims that have been submitted. This recovery is significant considering that the average price of the Ocean Spray products was $3.25.

16. Even if the Class were to prevail at trial, damages in this action would not be the total purchase price of the Products. Instead, damages would be based on a percentage of the total retail price for each of the Products based on the alleged price premium. Plaintiffs’ expert has opined that the price premium attributable to the “No Artificial Flavors” claim is roughly 19%. (See Dkt. No. 192-5). Taking Plaintiff’s presumed average retail price of $3.25 and price premium of 19%, the damages for each Product purchased could total 61 cents. ($3.25 x 19% price premium = 61 cents). Balancing all of the factors that go into protracted litigation and taking this into consideration, the Parties believe that the approximately $.90 per bottle represents a fair settlement amount.

17. The reaction from class members to the settlement has also been positive. It is my understanding that approximately 195,154 valid claim forms have been submitted accounting for approximately 3,537,000 valid claims that will be paid. It is also my understanding that the average valid claim form reported 16.3 purchases of Ocean Spray Products. Accordingly, the average class member will receive approximately $14.67 from the Settlement Fund.

18. It is my understanding that only 12 class members have opted out of the settlement as of the present date. Although no objections have been filed as of the present date, Class Counsel have received 2 letters from class members expressing a desire to object to the settlement. Class Counsel has also received 15 letters from class members expressing dissatisfaction with the settlement. Because




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it was unclear whether these class members seek exclusion from the settlement, Class Counsel sent written responses to each of the class members providing detailed instructions on how to opt-out from the settlement. Attached hereto as Exhibit 1 are true and correct copies of letters class counsel received from class members along with Class Counsel’s letters in response.

19. Based on my experience, I conclude that the Settlement provides exceptional results for the Class while sparing the Class from the uncertainties of continued and protracted litigation.

Disclosure of Agreement Pursuant to Rule 23(e)(3) 20. On March 6, 2020, Class Counsel entered into a confidential

settlement agreement with the Plaintiffs in the related Froio Action that provides for incentive payments and attorneys’ fees for the plaintiffs for their efforts in prosecuting that action. Attached hereto as Exhibit 2 is a true and correct copy of the agreement between Class Counsel and the Froio Plaintiffs.

21. Class Counsel believes that their agreement with the Froio Plaintiffs is reasonable in light of the fact that the present settlement will encompass the Froio Plaintiffs’ claims and because the Froio Plaintiffs previously sought to intervene in this action for purpose of seeking attorneys’ fees and costs. Although the Motion to Intervene was denied, this Court recognized that the Froio Plaintiffs could still object to the settlement for purposes of seeking incentive payments and attorneys’ fees. (Dkt. No. 240 at 11:15-17). The Froio Plaintiffs could also appeal the Court’s ruling on their Motion to Intervene.

22. The confidential settlement agreement resolves the Froio Plaintiffs’ claims for attorneys’ fees and incentive awards thereby ensuring that relief provided to the Settlement Class in this action will not be delayed. The payment made under the confidential agreement will also be deducted from the attorneys’ fees awarded to Class Counsel in this action and therefore will not diminish the recovery to the Class in any way.




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Ronald A. Marron Firm’s Qualifications and Experience Prosecuting Consumer Class Action Lawsuits

23. My work experience and education began in 1984 when I enlisted in the United States Marine Corps (Active Duty 1984-1988, Reserves 1988-1990) and thereafter received my Bachelor of Science in Finance from the University of Southern California (1991). While attending Southwestern University School of Law (1992-1994), I also studied Biology and Chemistry at the University of Southern California and interned at the California Department of Corporations with emphasis in consumer complaints and fraud investigations. I was admitted to the State Bar of California in January of 1995 and have been a member in good standing since that time. In 1996, I started my own law firm with an emphasis in consumer fraud. My firm currently employs five full-time attorneys, two law clerks, three paralegals, and support staff. Attached hereto as Exhibit 3 is a true and correct copy of my firm’s current resume.

24. Over the years I have acquired extensive experience in class actions and other complex litigation, and have obtained large settlements as lead counsel. In recent years, I devoted almost all of my practice to the area of false and misleading labeling of food, nutrition or over-the-counter products, cases involving violations of the Telephone Consumer Protection Act, and other privacy cases.

25. On September 20, 2017, the Honorable Cynthia A. Bashant of the United States District Court for the Southern District of California granted Plaintiff’s Motion for Class Certification and appointed my law firm as class counsel in a class action titled Reyes v. Educational Credit Management Corporation, Case No. 15-cv-00628-BAS-AGS (USDC S.D. Cal.) that involves violations of California’s Invasion of Privacy Act (“CIPA”), Cal. Penal Code § 630 et seq.

26. On January 27, 2017, my firm obtained final approval of a TCPA class action against RBS Citizens, N.A. In granting final approval, the Honorable




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Cynthia Bashant found that “Class Counsel [had] fairly and adequately represented the Class for purposes of entering into and implementing the Settlement, and, thus, continues to appoint . . . Ronald A. Marron, Alexis M. Wood and Kas L. Gallucci of the Law Offices of Ronald A. Marron as Class Counsel for the Settlement Class.” Sanders v. RBS Citizens, N.A., No. 13-CV-3136-BAS-RBB, 2017 WL 406165, at *4 (S.D. Cal. Jan. 27, 2017).

27. On January 4, 2016, the Honorable Analisa Torres appointed the Marron firm as Interim Lead Class Counsel over the opposition and challenge of other plaintiffs’ counsel, noting that the Marron firm’s “detailed” complaint was “more specifically pleaded, . . . assert[ing] a more comprehensive set of theories . . . [and was] more factually developed.” Potzner v. Tommie Copper Inc., No. 15 CIV. 3183 (AT), 2016 WL 304746, at *1 (S.D.N.Y. Jan. 4, 2016). Judge Torres also noted that Mr. Marron and his firm’s attorneys had “substantial experience litigating complex consumer class actions, are familiar with the applicable law, and have the resources necessary to represent the class.” Id.

28. In addition to the above cases and the present action, my firm has an in-depth knowledge of other consumer cases including litigating over-the-counter (“OTC”) product cases, including the FDCA’s history, principles, and regulations, and Courts have recognized my firms’ ability to litigate complex class actions. For example, in Gallucci v. Boiron, Inc., Case No. 3:11-CV-2039 JAH NLS (S. D. Cal.), we drafted a Complaint with five potential causes of action, and claims under the CLRA, UCL and FAL with respect to OTC homeopathic drugs which “concern[ed] novel legal theories in a specialized area of law.” See Delarosa v. Boiron, Inc., 275 F.R.D. 582, 590 n. 4 (C.D. Cal. 2011). This action involved extensive motion practice and my firm’s opposition brief was so persuasive that defendants decided to withdraw their motion. My firm’s well-drafted briefing, knowledge and experience resulted in a $5 million common fund plus injunctive relief settlement in favor of Gallucci against French homeopathic giant, Boiron,




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Inc. On April 25, 2012, the Honorable John A. Houston granted preliminary approval, noting that:

During the pendency of the Litigation, Class Counsel conducted a extensive examination and evaluation of the relevant facts and law to assess the merits of the named plaintiffs’ and class claims to determine how best to serve the interests of Plaintiffs and the Class. . . . Class Counsel conducted thorough review of the Food, Drug and Cosmetic Act, its numerous changes over the years, and the Act’s implementing regulations. Class Counsel have carefully considered the merits of Plaintiffs’ claims, and the defenses raised by defendants. Gallucci Dkt. No. 89 at i. 29. Accordingly, Judge Houston appointed my firm as Class Counsel,

finding that Class Counsel “will fairly and adequately protect the interests of the Class . . . [and] are experienced and competent to prosecute this matter on behalf of the Class.” Id. at iii-iv. The Fairness Hearing was held on October 1, 2012 and on October 31, 2012, the court granted final approval. See Gallucci v. Boiron, Inc., 2012 U.S. Dist. LEXIS 157039 (S.D. Cal. Oct. 31, 2012).

30. Further, on June 26, 2015, the Honorable Maxine M. Chesney of the United States District Court for the Northern District of California granted preliminary approval to a class action settlement with injunctive relief for class wide claims of false representations regarding the defendant’s weight loss teas. See Johnson v. Triple Leaf Tea Inc., Case No. 3:4-cv-01570 MMC (Dkt. No. 53) (“Having considered the factors set forth in Rule 23(g)(1) of the Federal Rules of Civil Procedures, the Court appoints Plaintiff’s counsel, the Law offices of Ronald A. Marron APLC, to serve as Class Counsel.”).

31. On October 31, 2013, the Honorable Gonzalo P. Curiel of the United States District Court for the Southern District of California granted preliminary approval to a class action settlement of $1 million and injunctive relief for class wide claims of false and deceptive advertising of OTC drugs negotiated by my firm in Mason v. Heel, Inc., Case No. 3:12-cv-3056 GPC (KSC) (Dkt. No. 27),




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also finding there was “sufficient basis . . . under the factors set forth in Rule 23(g)(1) of the Federal Rules of Civil Procedure” to appoint my firm as Class Counsel. Id. at p. 5.

32. On October 23, 2013, the Honorable Michael M. Anello of the United States District Court for the Southern District of California granted final approval to a $1.2 million and injunctive relief class action settlement concerning false and deceptive advertising of OTC drugs negotiated by my firm in Nigh v. Humphreys Pharmacal, Inc., Case No. 3:12-cv-02714-MMA-DHB (Dkt. No. 30), finding that “the Class was adequately represented by competent counsel.” Id. at p. 14.

33. On March 13, 2012, my firm settled a case against manufacturers of OTC dietary supplement products for $900,000 in a common fund plus injunctive relief, styled Burton v. Ganeden Biotech, Inc. et al., Case No. 3:11-cv-01471 W (NLS) (S.D. Cal.). Burton alleged that defendants falsely advertised their products as containing “clinically proven” proprietary bacteria that improved and benefitted the digestive and immune health of individuals when, in fact, no clinical proof existed. Before this settlement was finalized, my firm rejected defendants’ coupon settlement offer, because we did not believe it constituted the best relief for the class members. Instead, we continued extensive and lengthy rounds of negotiations with the defendants to obtain the best result for the class. These months-long negotiations included back and forth exchange of approximately twenty editions of the Settlement Agreement, multiple conference calls (including on the weekends) and e-mails. On March 14, 2012, the parties filed a Joint Motion for Preliminary Approval of Settlement, (Dkt. No. 38) which the court granted on April 16, 2012 (Id. at 42). After the Fairness Hearing in this case on August 21, 2012, Judge Whelan granted final approval on October 5, 2012. Dkt. Nos. 48, 52.

34. On March 1, 2012, the Honorable Janis L. Sammartino appointed my firm Interim Class Counsel in an action styled Margolis v. The Dial Corporation, Case No. 3:12-cv-288 JLS (WVG) (Dkt. No. 14). This case involved an OTC




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pheromone soap product that its manufacturer alleges enhances a man’s sexual attraction to women.

35. When my firm was appointed Interim Lead Class Counsel for a class of consumers in a deceptive food labeling case back in March of 2011, the Honorable Marilyn Huff recognized Class Counsel “appears to be well qualified to represent the interest of the purported class and to manage this litigation.” Hohenberg v. Ferrero U.S.A., Inc., 2011 U.S. Dist. LEXIS 38471, at *6 (S.D. Cal. Mar. 22, 2011). Subsequently, when my firm obtained certification of the proposed class, the court reaffirmed its finding that my firm is adequate Class Counsel. See In re Ferrero Litig., 278 F.R.D. 552, 559 (S.D. Cal. 2011). Judge Huff gave Final Approval of a settlement on July 9, 2012. (Ferrero Dkt. No. 127).

36. On November 14, 2011 my firm obtained the certification of a nationwide class of consumers who purchased Qunol CoQ10, a dietary supplement making misleading efficacy claims. See Bruno v. Quten Research Inst., LLC, 2011 U.S. Dist. LEXIS 132323 (C.D. Cal. Nov. 14, 2011). My firm then successfully defeated the defendants’ motion to decertify the class following the Ninth Circuit’s decision in Mazza v. Am. Honda Motor Co., 666 F.3d 581 (9th Cir. 2012). See Bruno v. Eckhart Corp., 2012 U.S. Dist. LEXIS 30873 (C.D. Cal. Mar. 6, 2012). The case then settled on the eve of trial (originally scheduled for October 2, 2012).

37. On June 14, 2011, the Honorable Richard Seeborg appointed my firm Interim Class Counsel, over a competing application from a former partner at the New York law firm Milberg Weiss regarding a deceptive food labeling case. See Chacanaca v. Quaker Oats Co., 2011 U.S. Dist. LEXIS 65023, at *8-9 (N.D. Cal. June 14, 2011) (since restyled as In re Quaker Oats Labeling Litig.) (“There is no question here that both the Weston/Marron counsel…have ample experience handling class actions and complex litigation. It is also clear that both have particular familiarity with suits involving issues of mislabeling in the food industry.”).




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38. I was appointed class counsel in Peterman v. North American Company for Life and Health Ins., et al., No. BC357194, (L.A. Co. Sup. Ct.), which was litigated for over 4 years and achieved a settlement of approximately $60 million for consumers. In granting preliminary approval of the settlement, the Hon. Carolyn B. Kuhl noted that “the excellent work that the plaintiffs’ side has done in this case has absolutely followed through to the settlement…The thought and detail that went into the preparation of every aspect was very impressive to me.”

39. I also served as class counsel in Clark v. National Western Life Insurance Company, No. BC321681 (L.A. Co. Sup. Ct.), a class action that, after litigating the case for well over 6 years, resulted in a settlement of approximately $25 million for consumers.

40. In Iorio v. Asset Marketing, No. 05cv00633-IEG (CAB) (S.D. Cal.), I was appointed class counsel on August 24, 2006, following class certification, which was granted on July 25, 2006 by the Honorable Irma E. Gonzalez. Dkts. Nos. 113 and 121. After nearly 6 years of intensive litigation, a settlement valued at $110 million was reached in Iorio, supra, and approved on March 3, 2011, by the Honorable Janis Sammartino. Dkt. No. 480. Co-counsel and I successfully defended multiple motions brought by defendant in the Southern District of California, including “challenges to the pleadings, class certification, class decertification, summary judgment,…motion to modify the class definition, motion to strike various remedies in the prayer for relief, and motion to decertify the Class’ punitive damages claim,” plus three petitions to the Ninth Circuit, attempting to challenge the Rule 23(f) class certification. Iorio, Final Order Approving (1) Class Action Settlement, (2) Awarding Class Counsel Fees and Expenses, (3) Awarding Class Representatives Incentives, (4) Permanently Enjoining Parallel Proceedings, and (5) Dismissing Action with Prejudice, entered on Mar. 3, 2011, at 6:9-15 (commenting that class counsel were “highly




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experienced trial lawyers with specialized knowledge in insurance and annuity litigation, and complex class action litigation generally” and “capable of properly assessing the risks, expenses, and duration of continued litigation, including at trial and on appeal,” Id. at 7:18-22). Judge Sammartino also noted “the complexity and subject matter of this litigation, and the skill and diligence with which it has been prosecuted and defended, and the quality of the result obtained for the Class.” Id. at 17:25-27.

41. Besides these cases, I have also represented plaintiffs victimized in other complex cases such as Ponzi schemes, shareholder derivative suits, and securities fraud cases. I have litigated hundreds of lawsuits and arbitrations against major corporations; of these, approximately 30 cases against the likes of such corporate titans as Shell Oil, Citigroup, Wells Fargo, Morgan Stanley and Merrill Lynch have gone through trial or arbitration. Many more have settled on the eve of trial although I was fully prepared to proceed to trial.

I declare under penalty of perjury of the laws of the United States that the

foregoing is true and correct.

Executed on this 18th day of June, 2020 at San Diego, California.

/s/ Ronald A. Marron Ronald A. Marron


EXHIBIT 1


1

LAW OFFICES OF

RONALD A. MARRON A PROFESSIONAL LAW CORPORATION

651 Arroyo Drive Tel: 619.696.9006 San Diego, California 92103 Fax: 619.564.6665

June 16, 2020

VIA: EMAIL Michael Gaskins [email protected] Re: Hilsley v. Ocean Spray Cranberries, Inc. Dear Mr. Gaskins:

Our office received your letter1 requesting $813,030.00 and reimbursement for time, travel, and gas in the matter titled Hilsley v. Ocean Spray Cranberries, Inc., Case. No. 3:17-cv-2335-GPC-MDD (S.D. Cal.).

On January 31, 2020, Judge Curiel of the Southern District of California entered an Order, Docket Number 241, granting Preliminary Approval of Class Action Settlement (“Preliminary Approval”) in Case. No. 3:17-cv-2335-GPC-MDD (“Hilsley v. Ocean Spray” or “the Action”). That Order included provisions for class treatment of the claims in the Action and for monetary and injunctive relief to the class and class members. Judge Curiel’s Order did not provide for the relief that you are seeking in your letter nor give Class Counsel the option of settling your individual claims. We therefore are not in a position to grant any request to resolve your individual claims in the Action and must therefore respectfully decline your request.

If you would like to file a claim in this Action or would like any other information about the settlement, please visit www.noartificialflavorslitigation.com or call the Claims Administrator at 1–855-873-3742.

If you would like to exclude yourself from the settlement, you can do so by sending a written request for exclusion that must be received no later than July 1, 2020 to the following address: No Artificial Flavors Litigation, c/o Classaura Class Action Administration, 1718 Peachtree St NW #1080, Atlanta, GA 30309. Alternatively, you may exclude yourself from the settlement online at www.noartificialflavorslitigation.com/optout/.

1 A copy of your letter is attached to this correspondence.


2

If you are represented individually by counsel regarding this matter, please notify us as soon as possible as, in accordance with state Bar ethical guidelines, any further communications with you must be directed to your attorney.

Sincerely,

/s/ Ronald A. Marron

Ronald A. Marron [email protected]



1

LAW OFFICES OF



May 8, 2020

VIA: U.S. MAIL Anginetia Allen 402 S. Washington Street Tuscumbia, Alabama 35674 Re: Hilsley v. Ocean Spray Cranberries, Inc. Dear Ms. Allen:

Our office received your letter1 requesting mediation in the matter titled Hilsley v. Ocean Spray Cranberries, Inc., Case. No. 3:17-cv-2335-GPC-MDD (S.D. Cal.).

On January 31, 2020, Judge Curiel of the Southern District of California entered an Order, Docket Number 241, granting Preliminary Approval of Class Action Settlement (“Preliminary Approval”) in Case. No. 3:17-cv-2335-GPC-MDD (“Hilsley v. Ocean Spray” or “the Action”). That Order included provisions for class treatment of the claims in the Action and for monetary and injunctive relief to the class and class members. Judge Curiel’s Order did not provide for mediation of individual class members’ claims in the Action nor give Class Counsel the option of entering into mediation of such claims. We are therefore not in a position to grant any request to mediate individual claims in the Action and must therefore respectfully decline your request.





2


Sincerely,





1

LAW OFFICES OF



May 15, 2020

VIA: U.S. MAIL Crystal John 557 East 169th Street, 5B Bronx, New York 10456 Re: Hilsley v. Ocean Spray Cranberries, Inc. Dear Ms. John:







2


Sincerely,





1

LAW OFFICES OF



May 15, 2020

VIA: U.S. MAIL Debbin Bradley 84 Henry Street, Apt 412 Stamford, CT 06902 Re: Hilsley v. Ocean Spray Cranberries, Inc. Dear Ms. Bradley:







2


Sincerely,





1

LAW OFFICES OF



May 15, 2020

VIA: U.S. MAIL Erik Brooks-Guvens 1322 Washington Street Easton, PA 18042 Re: Hilsley v. Ocean Spray Cranberries, Inc. Dear Mr. Brooks-Guvens:







2


Sincerely,





1

LAW OFFICES OF



May 8, 2020

VIA: U.S. MAIL Jameelia Matheson 366 S. 2nd Street #2C Brooklyn, NY 11211 Re: Hilsley v. Ocean Spray Cranberries, Inc. Dear Ms. Matheson:







2


Sincerely,





1

LAW OFFICES OF



May 8, 2020

VIA: U.S. MAIL Jaquial Jackson 366 S. 2nd Street #2C Brooklyn, NY 11211 Re: Hilsley v. Ocean Spray Cranberries, Inc. Dear Mr. Jackson:







2


Sincerely,





1

LAW OFFICES OF



May 8, 2020

VIA: U.S. MAIL Jasmine Taylor 100 Florida Ave. NE Apt. #1271 Washington, D.C. 20002 Re: Hilsley v. Ocean Spray Cranberries, Inc. Dear Ms. Taylor:







2


Sincerely,





1

LAW OFFICES OF



May 8, 2020

VIA: U.S. MAIL Joanne Leach 175-45 88th Avenue #7P Jamaica, New York 11432 Re: Hilsley v. Ocean Spray Cranberries, Inc. Dear Ms. Leach:







2


Sincerely,





1

LAW OFFICES OF



May 8, 2020

VIA: U.S. MAIL Kayron Wilson 41-13 Vernon Blvd. #5A L.I.C, New York 11101 Re: Hilsley v. Ocean Spray Cranberries, Inc. Dear Ms. Wilson:







2


Sincerely,





1

LAW OFFICES OF



May 8, 2020

VIA: U.S. MAIL Kelley Clark 22481 Lambrecht Ave. Eastpointe, Michigan 48021 Re: Hilsley v. Ocean Spray Cranberries, Inc. Dear Ms. Clark:







2


Sincerely,





1

LAW OFFICES OF



May 15, 2020

VIA: U.S. MAIL Larry Ford 84 Henry Street, Apt 412 Stamford, CT 06902 Re: Hilsley v. Ocean Spray Cranberries, Inc. Dear Mr. Ford:







2


Sincerely,





1

LAW OFFICES OF



May 8, 2020

VIA: U.S. MAIL LaShawn Green 165 St. Marks Pl 12F Staten Island, New York 10301 Re: Hilsley v. Ocean Spray Cranberries, Inc. Dear Mr. Green:







2


Sincerely,





1

LAW OFFICES OF



May 8, 2020

VIA: U.S. MAIL Mary Conquesto 10-14 37th Ave. Apt. 3R L.I.C, New York 11101 Re: Hilsley v. Ocean Spray Cranberries, Inc. Dear Ms. Conquesto:







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Sincerely,





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LAW OFFICES OF



May 8, 2020

VIA: U.S. MAIL Shakeisha Brockington 50 West 132nd Street #3F New York, New York 10037 Re: Hilsley v. Ocean Spray Cranberries, Inc. Dear Ms. Brockington:







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Sincerely,







EXHIBIT 2 Redacted Version of Proposed Document to

be Filed Under Seal


[Redacted]


EXHIBIT 3


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LAW OFFICES OF RONALD A. MARRON, APLC 651 Arroyo Drive

San Diego ▪ CA ▪ 92103 Tel.: (619) 696-9006 Fax: (619) 564-6665

Firm Resume

FIRM OVERVIEW

The Law Offices of Ronald A. Marron is a recognized class action and complex litigation firm based out of San Diego, California, representing clients across the nation. Founded in 1996 with an emphasis in consumer and securities fraud, the firm has expanded its practice to include complex cases such as electronic privacy, banking regulations, antitrust, automatic renewals, Telephone Consumer Protection Act and Government Environmental Law Litigation. The firm has skillfully litigated hundreds of lawsuits and arbitrations against investment advisors and stockbrokers, such as Morgan Stanley, LPL Financial, Merrill Lynch, Banc of America Securities, and Citigroup, who placed clients into unsuitable investments, failed to diversify, and who violated the Securities Act of 1933 and/or 1934. Aptly and competently prepared to represent its clients, the firm has taken on cases against the likes of Shell Oil, Citigroup, Wells Fargo, Union Bank of California, American Express Advisors, Morgan Stanley and Merrill Lynch. Since 2004, the firm has devoted most of its practice to the area of false and misleading labeling of Consumer Products and food, drug and over-the-counter products, as well as seeking to protect consumers from unauthorized and unsolicited telephone calls, SMS or text messages to cellular phones from corporations under the Telephone Consumer Protection Act. The firm employs five attorneys, whose qualifications are discussed in brief below.

THE MARRON FIRM’S ATTORNEYS:

Ronald A. Marron, Founder As the founder of the Law Offices of Ronald A. Marron, APLC, Mr. Marron has been practicing law for 25 years. He was a member of the United States Marine Corps from 1984 to 1990 (Active Duty 1984-1988, Reserves 1988-1990) and thereafter received a B.S. in Finance from the University of Southern California (USC) in 1991. While attending Southwestern University School of Law (1992-1994), he interned at the California Department of Corporations with emphasis in consumer complaints and fraud investigations; and studied Bio-Chemistry at the University of Southern California and was a member of the Trojan Chemistry Club. Mr. Marron has extensive experience in class actions and other complex litigation and has obtained hundreds of millions of dollars on behalf of consumers as lead counsel. Mr. Marron has represented plaintiffs victimized in TCPA cases, Consumer Fraud, Antitrust, Broker-Dealer Liability, Ponzi schemes, shareholder derivative suits, and securities fraud cases. Mr. Marron has assisted two United States Senate Subcommittees and their staff in investigations of financial fraud, plus the Senate Subcommittee on Aging relating to annuity sales practices by agents using proceeds from reverse mortgages. Mr. Marron's clients have testified before the United States Senate Subcommittee on Investigations relating to abusive sales practices alleged in a complaint he filed against All-Tech Investment Group. The hearings resulted in federal legislation that: (a) raised


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the minimum capital requirements, and (b) required written risk disclosure signed by consumer. The civil action resulted in return of client funds and attorneys’ fees pursuant to the private attorney general statute and/or Consumers Legal Remedies Act. Mr. Marron conducted the legal research and co-wrote the brief that resulted in the largest punitive damages award (500%) in NASD history for aggrieved investors against Dean Witter Reynolds in securities arbitration. Mr. Marron's opinion on deferred annuity sales practices targeting the elderly has often been sought by major financial news organizations and publications such as Forbes, the Wall Street Journal, the Kiplinger's Retirement Report, CNN, and FOX News affiliates. In addition, he has devoted significant energy and time educating seniors and senior citizen service providers, legislators, and various non-profits (including Elder Law & Advocacy) about deferred annuity sales practices targeting the elderly. Mr. Marron had numerous speaking engagements at FAST (Fiduciary Abuse Specialist Team), which is an organization devoted to the detection of, prevention, and prosecution of elder financial abuse; Adult Protective Services; and Elder Law & Advocacy, a non-profit dedicated to assisting seniors who have been the victims of financial fraud. He has litigated hundreds of lawsuits and arbitrations against major corporations, such as Shell Oil, Citigroup, Wells Fargo, Morgan Stanley, and Merrill Lynch. In recent years, Mr. Marron has devoted almost all of his practice to the area of TCPA and Privacy Violations, false and misleading labeling of food, dietary supplements, and over-the-counter products. He is a member in good standing of the State Bar of California; the United States District Courts for the Eastern, Southern and Northern Districts of New York; the United States District Courts for the Central, Eastern, Northern, and Southern Districts of California; the United States District Court for the Eastern District of Michigan; the United States District Court for the Eastern and Western Districts of Wisconsin; the United States District Court of Colorado; the United States District Court for the Eastern District of Arkansas; the United States Court of Appeals for the Ninth Circuit; and the Supreme Court of the United States. Alexis M. Wood, Senior Associate Ms. Wood graduated cum laude from California Western School of Law in 2009, where she was the recipient of the Dean’s Merit Scholarship for Ethnic & Cultural Diversity and also Creative Problem Solving Scholarships. In addition, during law school, Ms. Wood was the President of the Elder, Child, and Family Law Society, and participated in the study abroad program on international and comparative human rights law in Galway, Ireland. Ms. Wood interned for the Alternate Public Defender during law school, and also held a judicial externship with the San Diego Superior Court. Upon graduation, Ms. Wood obtained her Nevada Bar license and worked at the law firm Alverson Taylor Mortensen & Sanders in Las Vegas, Nevada where she specialized in medical malpractice. Ms. Wood then obtained her license to practice law in California in 2010 and worked at the bankruptcy firm Pite Duncan, LLP in San Diego, California, in which she represented financial institutions in bankruptcy proceedings. She additionally worked for the national law firm Gordon & Rees, LLP as an associate attorney in the professional liability defense and tort & product liability practice groups. Ms. Wood was also selected to the 2015 and 2016 California Super Lawyers Rising Star list (general category)—a research-driven, peer influenced rating service of outstanding lawyers who have attained a high degree of peer recognition and professional achievement. No more than 2.5% of the lawyers in the state were selected for the Rising Stars list. Ms. Wood joined the Law Office of Ronald Marron in September of 2012 and has dedicated her practice to consumer advocacy. Ms. Wood is also a foster youth advocate with Voices for Children. She is a member in good standing of the State Bar of California; the State Bar of Nevada; the United States District Courts for the Central, Eastern, Northern, and Southern Districts of California; the United States District Court of Nevada; the United States District Court for the Eastern and Western Districts of Wisconsin; the


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United States District Court of Colorado; the United States Court for the Eastern District of Arkansas; and the United States Court of Appeals for the Ninth Circuit. Kas L. Gallucci, Senior Associate Ms. Gallucci graduated cum laude from California Western School of Law in 2012, where she ranked in the top 12% of her graduating class and was listed on the Dean’s Honor List for four terms. During law school, Ms. Gallucci received the highest grade in her Legal Skills and Advanced Legal Research classes. She also participated in the Capitals of Europe Summer Study Abroad Program, where the Honorable Samuel A. Alito, Jr. was a Distinguished Guest Jurist. Ms. Gallucci has worked for the firm since 2009 and has a number of years’ experience in consumer fraud cases and is currently prosecuting violations of the Telephone Consumer Protection Act. Ms. Gallucci also regularly assists with the firm’s food, drug, and cosmetic cases. She is a member in good standing of the State Bar of California; the United States District Courts for the Central, Northern, Eastern, and Southern Districts of California; the United States District Court for the Eastern District of Michigan; the United States District Court for the Eastern and Western Districts of Wisconsin; the United States District Court for New Mexico; the United States District Court of Colorado; the United States Court for the Eastern District of Arkansas; and the United States Court of Appeals for the Ninth Circuit. Michael Houchin, Associate Mr. Houchin has been with the Law Offices of Ronald A. Marron since 2011. Prior to passing the California bar exam, Mr. Houchin worked as a law clerk for the firm while he attended law school courses in the evenings at the Thomas Jefferson School of Law. During law school, Mr. Houchin received four Witkin Awards for the highest grade achieved in his Legal Writing, Constitutional Law, American Indian Law, and California Civil Procedure courses. He also served as an editor on the Thomas Jefferson Law Review and was a member of an editing team that prepared a student Note for compliance with publishable quality standards. See I. Suruelo, Harmonizing Section 14(B) with The Policy Goals of the NLRA on the Heels of Michigan's Enactment of Right-To-Work Laws, 36 T. JEFFERSON L. REV. 427 (2014). Mr. Houchin graduated magna cum laude in May of 2015 and ranked in the top 5% of his graduating class. Through his work at the Law Offices of Ronald A. Marron, APLC, Mr. Houchin has gained substantial familiarity with multi-district litigation proceedings, solutions for e-discovery management, and false advertising investigations. He is a member in good standing of the State Bar of California; and the United States District Courts for the Central, Eastern, Northern, and Southern Districts of California; the Western District of Wisconsin; the United States Court of Appeals for the Ninth Circuit; and the Supreme Court of the United States. Lilach Halperin, Associate Ms. Halperin graduated cum laude from the University of San Diego School of Law in 2018. During law school, Ms. Halperin held a judicial externship with the San Diego Superior Court and volunteered for numerous pro bono clinics, including the USD Entrepreneurship Clinic, the USD State Sales and Use Tax Clinic, and the San Diego Clean Slate Clinic. In addition, Ms. Halperin was the Chair of the USD Pro Bono Legal Advocates Consumer Affairs Clinic, where she worked with the Legal Aid Society of San Diego to assist indigent clients with lawsuits in consumer protection law. In her third year of law school, Ms. Halperin was hired as a law clerk for the Law Offices of Ronald A. Marron and assisted in consumer fraud cases for the firm, including the areas of false and misleading labeling of consumer products. Ms. Halperin recently passed the California Bar and will continue working for the Marron firm as an Associate Attorney. She is a member of good standing


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of the State Bar of California; the United States District Courts for the Southern, Northern, Eastern and Central Districts of California; and the Western District of Wisconsin. Elisa Pineda, Associate

Ms. Pineda graduated magna cum laude from California Western School of Law in 2019, where she was the recipient of the Dean’s Merit Scholarship for Ethnic & Cultural Diversity and ranked in the top 3% of her graduating class. During law school, Ms. Pineda received an award for obtaining the highest grade in the following classes: Property I, Torts I, Trusts & Estates, Professional Ethics, and the Mediation Clinic. Ms. Pineda was listed on the Dean’s Honor List for three terms. In addition, during law school, Ms. Pineda received an Outstanding Editor Award for her efforts as Senior Editor for her law school’s International Law Journal. Ms. Pineda interned for both the San Diego District Attorney’s Office and the San Diego Public Defender’s Office. She also held a judicial externship with the Honorable United States Magistrate Judge Jill Burkhardt at the United States District Court for the Southern District of California. Ms. Pineda recently passed the California Bar and is now working as an Associate Attorney at the Law Offices of Ronald A. Marron. She is a member in good standing of the State Bar of California and the United States District Court for the Southern District of California.

Support Staff The Marron Firm also employs a number of knowledgeable and experienced support staff, including paralegals and legal assistants. EXAMPLES OF MARRON FIRM’S SUCCESSES ON BEHALF OF CONSUMERS Graves v. United Industries Corporation, No. 2:17-cv-06983-CAS-SK (C.D. Cal.) On February 24, 2020, the Honorable Christiana A. Snyder granted final approval a nation-wide class action settlement concerning United Industries Corporation’s Spectracide® Weed and Grass Killer Concentrate Products. The Plaintiffs alleged that the Spectracide® Concentrate Products were labeled as making more solution than the products were capable of making when mixed for certain weed control purposes. The Court appointed the Law Offices of Ronald A. Marron as Class Counsel and the settlement created a $2.5 million dollar common fund in addition to injunctive relief in the form of labeling changes. Esparza v. Smartpay Leasing, Inc., No. 3:17-cv-03421-WHA (N.D. Cal.) On January 28, 2020, the Honorable William Alsup granted final approval a nation-wide certified class action settlement. The class included individuals who were texted on behalf of the defendant, using its vendor Twilio, Inc.’s platform after texting the word “STOP”, between September 29, 2015 to June 13, 2017. The Court also appointed Plaintiff Shawn Esparza as class representative and Ronald A. Marron, Alexis M. Wood and Kas L. Gallucci of the Law Offices of Ronald A. Marron as class counsel. The settlement created a $8.67 million dollar common fund. Busch v. Bluestem Brands, Inc., No. 16-cv-0644(WMW/HB) (D. Minn.) On October 11, 2019, the Honorable Judge Wilhelmina M. Wright granted final approval of a nationwide TCPA class action settlement and appointed the Law Offices of Ronald A. Marron as co-lead class counsel. The settlement created a $5.25 million common fund.


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Medina v. Enhanced Recovery Company, LLC, No. 15-CV-14342-MARTINEZ-MAYNARD (S.D. Fla.) On September 12, 2019, the Honorable Judge Jose E. Martinez granted final approval of a nationwide TCPA class action settlement and appointed the Law Offices of Ronald A. Marron as co-lead class counsel. The settlement created a $1.45 million common fund. Littlejohn v. Ferrara Candy Company, No. 18-cv-0658-AJB-WVG (S.D. Cal.) On June 17, 2019, the Honorable Anthony J. Battaglia granted final approval of a nationwide CLRA class action settlement stating “Class Counsel has fully and competently prosecuted all causes of action, claims, theories of liability, and remedies reasonably available to the Class Members.” Littlejohn v. Ferrara Candy Co., No. 318CV00658AJBWVG, 2019 WL 2514720, at *3 (S.D. Cal. June 17, 2019). Rwomwijhu v. SMX, LLC, No. BC634518 (L.A. Supr. Ct.) On January 11, 2019, the Honorable Carolyn B. Kuhl granted final approval of case brought pursuant to under California’s Private Attorneys General Act where the Law Offices of Ronald A. Marron served as co-lead class counsel. Jackson v. Lang Pharma Nutrition, Inc., No. 37-2017-00028196-CU-BC-CTL (S.D. Supr. Ct.) On December 20, 2018, the Honorable Joel R. Wohlfeil of the California Superior Court granted final approval to a nationwide labeling case settlement involving Co-q10 dietary supplements where the Law Offices of Ronald A. Marron served as class counsel. The settlement created a fund in the amount of $1,306,000 for which class members could elect to obtain cash or product vouchers. Simms v. ExactTarget, LLC, No. 1-14-cv-00737-WTL-DKL (S.D. Ind.) On October 19, 2018, the Honorable William T. Lawrence granted final approval of a nationwide TCPA class action settlement where the Law Offices of Ronald A. Marron served as class counsel. The settlement created a $6.25 million common fund. Mancini v. The Western and Southern Life Insurance Company, et al., No. 16-cv-2830-LAB (WVG) (S.D. Cal) On September 18, 2018, the Honorable Larry Alan Burns granted final approval of settlement in the amount of $477,500 to resolve claims under California’s Private Attorneys General Act. Gonzales v. Starside Security & Investigation, No. 37-2015-00036423-CU-OE-CTL (S.D. Supr. Ct.) On September 7, 2018, the Honorable Gregory W. Pollack granted final approval of a wage and hour class action settlement and where the Law Offices of Ronald A. Marron served as class counsel. Mollicone v. Universal Handicraft, No. 17-21464-Civ-Scola (S.D. Fla.) On August 10, 2018, the Honorable Robert N. Scola, Jr. granted final approval of class action settlement regarding false advertising claims of Adore cosmetics products marketed as containing a plant stem cell formula where in which the Law Offices of Ronald A. Marron served as class counsel. In his Preliminary Approval Order, Judge Scola stated that the Marron Firm is “experienced and competent in the prosecution of complex class action litigation.” (Dkt. No. 120).


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Mason v. M3 Financial Services, Inc., No. 15-cv-4194 (N.D. Ill.) On June 29, 2018, the Honorable Andrea R. Wood granted final approval of a nationwide TCPA class action settlement in the amount of $600,000 in which the Law Offices of Ronald A. Marron served as co-lead class counsel. Lucero v. Tommie Copper, Inc., No. 15 Civ. 3183 (AT) (S.D. N.Y.) On May 4, 2018, the Honorable Analisa Torres granted final approval of a false advertising class settlement in the amount $700,000. This case involves allegations of false and deceptive advertising and endorser liability for copper fabric compression clothing. On January 4, 2016, the Honorable Analisa Torres appointed the Marron firm as Interim Lead Class Counsel over the opposition and challenge of other plaintiffs’ counsel, noting that the Marron firm’s “detailed” complaint was “more specifically pleaded, . . . assert[ing] a more comprehensive set of theories . . . [and was] more factually developed.” Potzner v. Tommie Copper Inc., No. 15 CIV. 3183 (AT), 2016 WL 304746, at *1 (S.D.N.Y. Jan. 4, 2016). Judge Torres also noted that Mr. Marron and his firm’s attorneys had “substantial experience litigating complex consumer class actions, are familiar with the applicable law, and have the resources necessary to represent the class.” Id. Gutierrez-Rodriguez v. R.M. Galicia, Inc., No. 16-cv-00182-H-BLM (S.D. Cal.) On March 26, 2018, the Honorable Marilyn Huff granted final approval of a nationwide TCPA class action settlement which provided monetary relief in the amount of $1,500,000, in addition to significant injunctive relief. (Dkt. 67.) The Law Offices of Ronald A. Marron were appointed class counsel. Gutierrez-Rodriguez v. R.M. Galicia, Inc., No. 16-CV-00182-H-BLM, 2018 WL 1470198, at *2 (S.D. Cal. Mar. 26, 2018). Thornton v. NCO Financial Systems, No. 16-CH-5780 (Cook County, Ill) On October 31, 2017, the Honorable Tomas R. Allen of the Circuit Court of Cook County, Illinois, granted final approval to a nationwide TCPA class which created a common fund in the amount of $8,000,000 and also provided for injunctive relief. The Law Offices of Ronald A. Marron served as co-lead class counsel. Elkind v. Revlon Consumer Products Corporation, No. 14-cv-2484(JS)(AKT) (E.D.N.Y.) On September 5, 2017, the Honorable A. Kathleen Tomlinson granted final approval of a nationwide false advertising class action settlement which challenged Revlon’s advertising of its “Age Defying with DNA Advantage” line of cosmetics in the amount of $900,000, and significant injunctive relief. The Law Offices of Ronald A. Marron served as co-lead class counsel. Sanders v. R.B.S. Citizen, N.A., No. 13-CV-03136-BAS (RBB) (S.D. Cal.) On January 27, 2017 the Honorable Cynthia A. Bashant granted final approval of a nationwide TCPA class action settlement in the amount of $4,551,267.50. Sanders v. R.B.S. Citizen, N.A., No. 13-CV-03136-BAS (RBB), 2017 WL 363536 (S.D. Cal. Jan. 25, 2017). On July 1, 2016, the Honorable Cynthia A. Bashant certified a nationwide class, for settlement purposes, of over one million persons receiving cell phone calls from Citizens made with an alleged automatic telephone dialing system. Dkt. 107. The Court appointed the Law Offices of Ronald A. Marron as class counsel, noting they have “significant experience in handling class actions.” Id. In re Leaf123 (Augustine v. Natrol), No. 14-114466 (U.S. Bankruptcy Court for the District of Delaware)


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This action involved allegations of false and deceptive advertising of Senna Leaf tea products as dietary aids. Plaintiff alleged Senna Leaf is nothing more than a stimulant laxative which does not aid diets but hinders them. After a strong showing in the district court, and pursuant to other actions against the defendant manufacturer, the defendant filed for bankruptcy. The Marron Firm followed defendant to the federal bankruptcy court and retained bankruptcy counsel to assist. After a full day mediation before a retired federal jurist, and months of follow up negotiations, a settlement was reached. On August 7, 2015, in In re Leaf123 (adversary proceeding of Augustine v. Natrol), the Honorable Brendan L. Shannon approved an injunctive relief-only settlement, finding it “fair, reasonable and adequate.” Johnson v. Triple Leaf Tea, Inc., No. 3:14-cv-01570-MMC (N.D. Cal.) An injunctive relief class action settlement, requiring manufacturer of senna leaf diet teas to re-label their products and remove ingredients based on alleged consumer confusion and harm, was filed in April 2014. The Marron firmed served as class counsel and the Honorable Maxine M. Chesney, Senior U.S. District Court Judge granted final approval to a classwide settlement on November 16, 2015. Johnson v. Triple Leaf Tea Inc., No. 3:14-CV-01570-MMC, 2015 WL 8943150, at *3, *5 (N.D. Cal. Nov. 16, 2015) (“Class Counsel has fully and competently prosecuted all causes of action, claims, theories of liability, and remedies reasonably available to the Class Members. The Court hereby affirms its appointment of the Law Offices of Ronald A. Marron, APLC as Class Counsel . . . . Class Counsel and Defendant's counsel are highly experienced civil litigation attorneys with specialized knowledge in food and drug labeling issues, and complex class action litigation generally.”). Perry v. Truong Giang Corp., Case No. BC58568 (L.A. Supr. Ct.) Plaintiff alleged defendant’s Senna Leaf teas, advertised as diet aids, were falsely or misleadingly advertised to consumers. After an all-day mediation, a class wide settlement was reached. In granting final approval to the settlement on August 5, 2015, the Honorable Kenneth Freeman noted that class counsel’s hourly rates were “reasonable” and stated the Marron Firm’s lawyers used skill in securing the positive results achieved on behalf of the class. The court also noted “this case involved difficult legal issues because federal and state laws governing dietary supplements are a gray area, . . . the attorneys displayed skill in researching and settling this case, which provides a benefit not only to Class Members but to the public at large . . . .” Carr v. Tadin, Inc., No. 3:12-cv-03040-JLS-JMA (S.D. Cal.) An injunctive relief class action settlement, requiring manufacturer of diet teas and other health supplements to re-label their products to avoid alleged consumer confusion, was filed in January 2014 before the Honorable Janis L. Sammartino. The Marron Firm was appointed as class counsel and the classwide settlement was granted final approval on December 5, 2014. Gallucci v. Boiron, Inc., No. 3:11-cv-2039-JAH (S.D. Cal.) The firm was class counsel for consumers of homeopathic drug products in an action against Boiron, Inc., the largest foreign manufacturer of homeopathic products in the United States, involving allegations that Boiron’s labeling and advertising were false and misleading. We obtained a nationwide settlement for the class which provided injunctive relief and restitution from a common fund of $5 million. The settlement was upheld by the Ninth Circuit on February 21, 2015. The case also set an industry standard for homeopathic drug labeling. See www.homeopathicpharmacy.org/pdf/press/AAHP_Advertising_ Guidelines.pdf.


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Red v. Kraft Foods Global, Inc., No. 2:10-1028-GW (C.D. Cal) The firm represented consumers in a class action against one of the world’s largest food companies and was appointed lead counsel in a consolidated putative class action. The action has resulted in a permanent injunction barring the use of deceptive health claims on Nabisco packaged foods containing artificial trans fat. The Court has also granted an interim award of attorneys’ fees. Mason v. Heel, Inc., No. 3:12-cv-3056-GPC-KSC (S.D. Cal.) Plaintiff alleged false and deceptive advertising of over-the-counter homeopathic drugs. On October 31, 2013, the Honorable Gonzalo P. Curiel granted preliminary approval to a nationwide class settlement of $1 million in monetary relief for the class plus four significant forms of injunctive relief. Final approval was granted on March 13, 2014. See Mason v. Heel, Inc., 3:12-CV-03056-GPC, 2014 WL 1664271 (S.D. Cal. Mar. 13, 2014). Clark v. National Western Life Insurance Co., No. BC321681 (L.A. Co. Super. Ct.) Class action involving allegations of elder financial abuse and fraud. After litigating the case for well over six years, including Mr. Marron being appointed co-lead class counsel, the case resulted in a settlement of approximately $25 million for consumers. In re Quaker Oats Labeling Litig., No. 5:10-cv-00502-RS (N.D. Cal.) False and deceptive advertising case concerning Instant Oats, Chewy Granola Bars and Oatmeal To Go products, including use of partially hydrogenated vegetable oil while also representing the products as healthy snacks. An injunctive relief class action settlement was granted preliminary approval on February 2, 2014, with my firm being appointed Class Counsel. On July 29, 2014, the court granted the final approval of the settlement. Nigh v. Humphreys Pharmacal, Inc., No. 3:12-cv-02714-MMA-DHB (S.D. Cal.) Case involving allegations of false and deceptive advertising of homeopathic over-the-counter drugs as effective when they allegedly were not. On October 23, 2013, a global settlement was granted final approved by the Honorable Michael M. Anello, involving a common fund of $1.4 million plus five significant forms of injunctive relief for consumers. Burton v. Ganeden Biotech, Inc., No. 3:11-cv-01471-W-NLS (S.D. Cal.) Action alleging false and deceptive advertising of a dietary probiotic supplement. On March 13, 2012, the Marron Firm settled the case for $900,000 in a common fund plus injunctive relief in the form of labeling changes. Final approval was granted on October 5, 2012. Hohenberg v. Ferrero U.S.A., Inc., No. 3:11-CV-00205-H-CAB (S.D. Cal.) This case involved false and deceptive advertising of sugary food product as a healthy breakfast food for children. After successfully defeating a motion to dismiss, Hohenberg, 2011 U.S. Dist. LEXIS 38471, at *6 (S.D. Cal. Mar. 22, 2011), the Honorable Marilyn Huff certified a class on November 15, 2011, resulting in a published decision, In re Ferrero Litig., 278 F.R.D. 552 (S.D. Cal. 2011). A final settlement consisting of injunctive relief labeling and marketing changes, plus a $550,000 common fund for monetary relief to the class was finally approved on July 9, 2012. In re Qunol CoQ10 Liquid Labeling Litigation, No. 8:11-cv-173-DOC (C.D. Cal.) This case involved false and deceptive consumer advertising of a dietary supplement. The Marron


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Firm was appointed class counsel and successfully defeated defendants’ motion to decertify the class following the Ninth Circuit’s decision in Mazza v. Am. Honda Motor Co., 666 F.3d 581 (9th Cir. 2012). See Bruno v. Eckhart Corp., 2012 U.S. Dist. LEXIS 30873 (C.D. Cal. Mar. 6, 2012); see also Bruno v. Quten Research Inst., LLC, 2011 U.S. Dist. LEXIS 132323 (C.D. Cal. Nov. 14, 2011). The case settled on the eve of trial (originally scheduled for October 2, 2012) for cash payments to the class and injunctive relief. Iorio v. Asset Marketing Systems, Inc., No. 05cv00633-IEG-CAB (S.D. Cal.) This action involved allegations of elder financial abuse and fraud. Mr. Marron was appointed class counsel on August 24, 2006 and the Court certified a class on July 25, 2006. After nearly six years of intensive litigation, including “challenges to the pleadings, class certification, class decertification, summary judgment,…motion to modify the class definition, motion to strike various remedies in the prayer for relief, and motion to decertify the Class’ punitive damages claim,” plus three petitions to the Ninth Circuit, attempting to challenge the Rule 23(f) class certification, a settlement valued at $110 million was reached and approved on March 3, 2011. Iorio, Dkt. No. 480. In granting final approval to the settlement, the Court noted that class counsel were “highly experienced trial lawyers with specialized knowledge in insurance and annuity litigation, and complex class action litigation generally” and “capable of properly assessing the risks, expenses, and duration of continued litigation, including at trial and on appeal.” Id. at 7:18-22. Martinez v. Toll Brothers, No. 09-cv-00937-CDJ (E.D. Penn.) Shareholder derivative case alleging breach of fiduciary duty, corporate waste, unjust enrichment and insider trading, filed derivatively on behalf of Toll Brothers and against individual corporate officers. Under a joint prosecution agreement, this action was litigated along with other consolidated and related actions against Toll Brothers in a case styled Pfeiffer v. Toll Brothers, No. 4140-VCL in the Delaware Chancery Court. After extensive litigation, the case settled in September 2012 for $16.25 million in reimbursement to the corporation. Peterman v. North American Co. for Life & Health Insurance, No. BC357194, (L.A. Co. Super. Ct.), involved allegations of elder financial abuse. This case was litigated for over four years and achieved a settlement of approximately $60 million for consumers. Vaccarino v. Midland Nat’l Life Ins. Co., No. 2:11-cv-05858-CAS (MANx) (C.D. Cal.) This action involved allegations of elder financial abuse and fraud. On June 17, 2013, the Honorable Christina A. Snyder appointed the Marron Firm as Class Counsel, and on February 3, 2014, the Court certified a class of annuities purchasers under various theories of relief, including breach of contract and the UCL. On September 22, 2014, the court granted final approval to a class action settlement that achieved a settlement of approximately $5.55 million for consumers, including cy pres relief to the Congress of California Seniors.


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CURRENT AND NOTABLE APPOINTMENTS AS CLASS COUNSEL

Hilsley v. Ocean Spray Cranberries, Inc., No. 3:17-cv-02335(GPC) (S.D. Cal.) A nationwide class of consumers brought this suit against Ocean Spray Cranberries, Inc. and Arnold Worldwide LLC for violations of California’s Consumer Legal Remedies Act. Plaintiff alleges that certain Ocean Spray products falsely state “no artificial flavors” when they in fact contain the artificial flavoring agent, malic acid. On November 29, 2018, the Honorable Gonzalo P. Curiel granted class certification, appointing Ronald A. Marron and Michael Houchin of the Marron Firm as class counsel. On July 3, 2019, Judge Curiel denied Defendant’s Motion for Summary Judgment and on July10, 2019 denied Defendant’s Motion to Decertify the Class. On November 8, 2019, Ocean Spary agreed to a $5.4 million dollar Class Action Settlement that was preliminarily approved by the Court on January 31, 2020. Ocean Spray has also agreed to remove the “no artificial flavors” statement from its product labels. A final approval hearing is currently set for July 31, 2020. Romero v. Securus Technologies, Inc. No. 3:16-cv-01283 (JM) (S.D. Cal.) Plaintiffs Juan Romero, Kenneth Elliot, and Frank Tiscareno allege that Securus Technologies illegally recorded telephone conversations between inmates and their counsel. On November 21, 2018, the Honorable Jeffrey Miller granted class certification in part, appointing the Law Offices of Ronald A. Marron as co-lead class counsel. O’Shea v. American Solar Solutions, Inc., No. 3:14-cv-00894-L-RBB (S.D. Cal.) On March 3, 2017, the Honorable M. James Lorenz certified a TCPA class of all individuals in the United States who were called on behalf of the defendant, using the ViciDial predictive dialers, on a cellular telephone number, between November 22, 2012 and August 22, 2015, and appointed Ronald A. Marron, Alexis Wood and Kas Gallucci as class counsel. Reyes v. Education Credit Management Corporation, No. 3:15-cv-00628-BAS-AGS (S.D. Cal.) Plaintiff A.J. Reyes brought suit against Education Credit Management Corporation under California’s Invasion of Privacy Act. Plaintiff alleges due to an error in the Defendant’s phone system, inbound calls to ECMC were being recorded without their consent. On September 20, 2017, the Honorable Cynthia Bashant certified a class of individuals who made inbound calls to lines with the faulty setting, as well as granted certification of plaintiff’s demand for injunctive relief and monetary damages. The Law Offices of Ronald A. Marron was appointed as class counsel. Currently remanded back from 9th Circuit after vacating Class Certification, this case is back at the District Court for further proceedings.

Troy Lambert v. Nutraceutical Corp., Case No. 15-56423 (9th Cir.) On September 15, 2017, the Ninth Circuit Court of Appeals reversed a class decertification order in a false advertising class action concerning a dietary supplement product. The Marron Firm successfully argued that the “full refund” measure of damages could be calculated on a class wide basis and that the model matched plaintiff’s theory of liability. “In a matter of first impression,” the Ninth Circuit also held that “the Rule 23(f) deadline is not jurisdictional” and that “equitable exceptions apply.” Lambert v. Nutraceutical Corp., 870 F.3d 1170, 1174 (9th Cir. 2017). On February 1, 2018, the defendant filed a petition for a writ of certiorari before the United States Supreme Court. (Case No. 17-1094). On June 25, 2018, the Supreme Court granted the petition for a writ of certiorari.


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Robbins v. Gencor Nutrients, Inc., No. 16AC-CC00366 (Circuit Court, Cole Cty. Mo.). On May 14, 2018, the Honorable Jon E. Beetem granted preliminary approval of a nationwide false advertising class action settlement concerning testosterone boosting supplements and appointed the Law Offices of Ronald A. Marron as co-lead class counsel. Allen v. Hyland’s, Inc., No. 12-CV-1150 DMG (MANx) (C.D. Cal.) Nationwide class of consumers certified for false and deceptive advertising against largest U.S.-based manufacturer of homeopathic drugs, involving ten over-the-counter homeopathic drug products. A nationwide class was certified after two years of vigorous litigation, including Marron firm counsel surviving against two motions to dismiss, a motion for judgment on the pleadings, and a motion to strike punitive damages. See 300 F.R.D. 643 (C.D. Cal. 2014). Following a thirteen-day jury trial before the Honorable Judge Dolly M. Gee, a verdict was returned in favor of Hyland’s. The Marron Firm timely appealed. On May 15, 2019, the Ninth Circuit reversed the judgment in part holding that “the jury’s narrow findings as to deceptive advertising do not resolve [Plaintiffs’] broader unfair practices theory” and that “the district court must engage in fact-finding to resolve [the UCL claim], and erred in granting judgment to Hyland’s without doing so.” Allen v. Hylands, Inc., No. 17-56184, 2018 WL 2142843, at *3 (9th Cir. May 15, 2019). Allen v. Similasan Corp., No. 12-cv-376 BAS (JLB) (S.D. Cal.) A California class of consumers alleging false and deceptive advertising of six homeopathic drugs was certified by the Honorable Cynthia A. Bashant on March 30, 2015, with the Court noting that the firm was experienced and competent to prosecute the matter on behalf of the Class. Judge Bashant denied summary judgment on the class’ claims that the drug products were not effective, as advertised, and certified claims under California’s Consumers Legal Remedies Act, Unfair Competition Law, False Advertising Law, breach of express and implied warranty, and violation of the federal Magnuson-Moss Warranty Act. OTHER NOTABLE CASES In re Santa Fe Natural Tobacco Company Marketing & Sales Practices Litig., No. 1:16-md-02695-JB-LF (D.N.M.) On May 24, 2016, Ronald A. Marron was appointed to the Executive Committee in a multidistrict litigation labeling case. (Dkt. 24.) Henderson v. The J.M. Smucker Company, No. 2:10-cv-4524-GHK (C.D. Cal.) This action was the catalyst forcing the defendant to reformulate a children’s frozen food production to remove trans-fat. On June 19, 2013, the Honorable George H. King held the firm’s client was a prevailing Private Attorney General and entitled to her costs and attorneys’ fees. NINTH CIRCUIT CASES Shyriaa Henderson v. United States Aid Funds, Inc., Case No. 17-55373 (9th Cir.) On March 22, 2019, the Ninth Circuit reversed the District Court’s order granting summary judgment in favor of Defendant, and remanded for further proceedings in a class action where debt collectors acting on behalf of defendant were in violation of the Telephone Consumer Protection Act (TCPA). The Ninth Circuit found that a reasonable jury could hold Defendant vicariously liable for the alleged TCPA violations by debt collectors.


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John Sandoval v. Pharmacare US, Inc., Case No. 16-56301 (9th Cir.) On April 5, 2016, the Ninth Circuit reversed, in part, the District Court’s order granting summary judgment in a false advertising class action concerning an aphrodisiac dietary supplement called “IntenseX” The Marron Firm successfully argued that statements on the intensex.com website showed that the defendant failed to obtain approval of IntenseX as an OTC aphrodisiac drug, thus creating a basis for liability under California’s Unfair Competition Law. Reid v. Johnson & Johnson, Case No. 12-56726 (9th Cir.) On March 13, 2015, the Ninth Circuit reversed, in part, the District Court’s order granting the defendant’s motion to dismiss in a false advertising class action concerning Benecol spread that was allegedly falsely advertised as containing “No Trans Fat.” The Marron Firm successfully argued that the plaintiff’s claims are not preempted by the Federal Food, Drug, and Cosmetics Act. Reid v. Johnson & Johnson, 780 F.3d 952, 964 (9th Cir. 2015).
