App. 1
`
`NOT FOR PUBLICATION
`UNITED STATES COURT OF APPEALS
`FOR THE NINTH CIRCUIT
`
`No. 20-15697
`D.C. No.
`4:07-cv-05944-JST
`MEMORANDUM*
`(Filed Sep. 22, 2021)
`
`No. 20-15704
`D.C. No.
`4:07-cv-05944-JST
`
`
`In re: CATHODE RAY TUBE
`(CRT) ANTITRUST
`LITIGATION,
`
`INDIRECT PURCHASER
`PLAINTIFFS,
`
`
`
` Plaintiff-Appellee,
`
` v.
`TOSHIBA CORPORATION;
`et al.,
` Defendants-Appellees,
`
`
`
`
` v.
`TYLER AYRES; et al.,
`
`
`
` Movants-Appellants.
`
`In re: CATHODE RAY TUBE
`(CRT) ANTITRUST
`LITIGATION,
`
`INDIRECT PURCHASER
`PLAINTIFFS,
`
`
`
` Plaintiff-Appellee,
`
`
`
`
`
`
`* This disposition is not appropriate for publication and is
`
`not precedent except as provided by Ninth Circuit Rule 36-3.
`
`

`

`App. 2
`
` v.
`
`TOSHIBA CORPORATION;
`et al.,
` Defendants-Appellees,
`
`
`
`
` v.
`ELEANOR LEWIS, Proposed
`Intervenor,
`
`
`
` Movant-Appellant.
`
`In re: CATHODE RAY TUBE
`(CRT) ANTITRUST
`LITIGATION,
`
`INDIRECT PURCHASER
`PLAINTIFFS,
`
`
`
` Plaintiff-Appellee,
`
` v.
`TOSHIBA CORPORATION;
`et al.,
` Defendants-Appellees,
`
`
`
`
` v.
`ANTHONY GIANASCA; et al.,
`
`
`
` Movants-Appellants.
`
`
`
`
`
`
`
`No. 20-16081
`D.C. No.
`4:07-cv-05944-JST
`
`

`

`No. 20-16685
`D.C. No.
`4:07-cv-05944-JST
`
`No. 20-16686
`D.C. No.
`4:07-cv-05944-JST
`
`App. 3
`
`
`
`In re: CATHODE RAY TUBE
`(CRT) ANTITRUST
`LITIGATION,
`
`INDIRECT PURCHASER
`PLAINTIFFS,
`
`
`
` Plaintiff-Appellee,
`
` v.
`TOSHIBA CORPORATION;
`et al.,
` Defendants-Appellees,
`
`
`
`
` v.
`ELEANOR LEWIS, Proposed
`Intervenor,
`
`
`
` Movant-Appellant.
`
`In re: CATHODE RAY TUBE
`(CRT) ANTITRUST
`LITIGATION,
` --------------------------------------
`INDIRECT PURCHASER
`PLAINTIFFS,
`
`
`
` Plaintiff-Appellee,
`
` v.
`JEFF SPEAECT; et al.,
`
`
`
` Objectors-Appellants,
`
` v.
`
`

`

`App. 4
`
` Defendants-Appellees.
`
`TOSHIBA CORPORATION;
`et al.,
`
`
`
`
`In re: CATHODE RAY TUBE
`(CRT) ANTITRUST
`LITIGATION,
`
`INDIRECT PURCHASER
`PLAINTIFFS,
`
`
`
` Plaintiff-Appellee,
`
` v.
`TOSHIBA CORPORATION;
`et al.,
` Defendants-Appellees,
`
`
`
`
` v.
`SCOTT A. CALDWELL,
`as administrator of the Estate
`of Barbara Caldwell; et al.,
`
`
`
` Movants-Appellants.
`
`In re: CATHODE RAY TUBE
`(CRT) ANTITRUST
`LITIGATION,
`
`INDIRECT PURCHASER
`PLAINTIFFS,
`
`
`
` Plaintiff-Appellee,
`
`
`
`
`
`No. 20-16691
`D.C. No.
`4:07-cv-05944-JST
`
`No. 20-16699
`D.C. No.
`4:07-cv-05944-JST
`
`

`

`App. 5
`
` v.
`
`TOSHIBA CORPORATION;
`et al.,
` Defendants-Appellees,
`
`
`
`
` v.
`TYLER AYRES; et al.,
`
`
`
` Movants-Appellants.
`
`
`Appeal from the United States District Court
`for the Northern District of California
`Jon S. Tigar, District Judge, Presiding
`Argued and Submitted July 28, 2021
`San Francisco, California
`Before: W. FLETCHER and CLIFTON, Circuit Judges,
`and KATZMANN,** Judge.
`
`Two sets of appeals have been presented to us. In
`
`one set, parties identified as the Other Repealer States
`(ORS) and the Non-Repealer States (NRS) appellants
`and purported settlement class member objectors ap-
`pealed the district court’s approval of amended settle-
`ments between the amended settlement class and
`Defendants.1 In the other set, the ORS and NRS appel-
`lants appealed the district court’s earlier denial of
`
`
`** The Honorable Gary S. Katzmann, Judge for the United
`
`States Court of International Trade, sitting by designation.
`1 Defendants are a group of corporations that manufactured
`
`cathode ray tubes (CRT). They include Phillips, Panasonic,
`Hitachi, Toshiba, Samsung, and Thomson/TDA as well as their
`subsidiaries.
`
`

`

`App. 6
`
`their motions to intervene. We have jurisdiction under
`28 U.S.C. § 1291. We affirm the district court’s approval
`of the amended settlement agreements, and we dis-
`miss the NRS and ORS appeals of the denial of their
`motions to intervene.
`
`
`
`1. Appeal Nos. 20-16685, 20-16686, 20-16691,
`and 20-16699
`To appeal a class settlement, appellants must
`
`demonstrate Article III standing. Emps.-Teamsters
`Loc. Nos. 175 & 505 Pension Tr. Fund v. Anchor Cap.
`Advisors, 498 F.3d 920, 923 (9th Cir. 2007). Separately
`and in addition, appellants must establish “standing to
`appeal” including elements distinct from the require-
`ments of constitutional standing. See United States ex
`rel. Alexander Volkhoff, LLC v. Janssen Pharmaceutica
`N.V., 945 F.3d 1237, 1241 (9th Cir. 2020). Under the
`standing to appeal doctrine as it has developed regard-
`ing settlement approval, only parties to the settlement
`may appeal a dismissal by the court of claims against
`settling defendants pursuant to the terms of the set-
`tlement agreement. Waller v. Fin. Corp. of Am., 828
`F.2d 579, 583 (9th Cir. 1987); see also United States v.
`Kovall, 857 F.3d 1060, 1068 (9th Cir. 2017) (articulat-
`ing the general rule that only parties to a judgment
`may appeal it). The settlement agreements at issue in
`this case provide for such a dismissal of the settling
`defendants by the settlement class members, but they
`do not release claims by the ORS or NRS appellants,
`so those appellants generally lack standing to object to
`
`

`

`App. 7
`
`the settlement agreements and the dismissal of the
`claims against Defendants.
`
`There is a narrow “exception to the general prin-
`
`ciple barring objections by non-settling [individuals] to
`permit a non-settling [individual] to object where it
`can demonstrate that it will sustain some formal legal
`prejudice as a result of the settlement.” Waller, 828
`F.2d at 583; see also Smith v. Arthur Andersen LLP, 421
`F.3d 989, 998 (9th Cir. 2005). “Formal legal prejudice”
`sufficient to allow a non-settlement individual stand-
`ing to appeal a settlement exists when a settlement
`(1) “purports to strip [a party] of a legal claim or cause
`of action, an action for indemnity or contribution for
`example,” or (2) “invalidates the contract rights of one
`not participating in the settlement.” Waller, 828 F.2d
`at 583. A tactical disadvantage is not legal prejudice.
`See Smith v. Lenches, 263 F.3d 972, 976 (9th Cir. 2001);
`Waller, 828 F.2d at 584.
`
`The ORS and NRS objectors have not suffered “for-
`
`mal legal prejudice” such that they have standing to
`appeal the approval of the settlement agreements by
`the district court. The amended settlements do “not re-
`lease any of the ORS or NRS Subclasses’ claims.” The
`ORS and NRS objectors have not been stripped of a
`legal claim or cause of action by the amended settle-
`ments. Waller, 828 F.2d at 583. While the ORS and
`NRS objectors argue that the amended settlements
`and resulting dismissal of the named plaintiffs’ claims
`against Defendants will weaken their arguments to
`avoid Defendants’ statute of limitations defenses on
`the ground that their claims “relate back” to the claims
`
`

`

`App. 8
`
`released by the settlement class members, such a tac-
`tical disadvantage is not legal prejudice sufficient to
`create standing to appeal. Smith, 263 F.3d at 976;
`Waller, 828 F.2d at 584. Similarly, they contend that it
`will be difficult for them to accomplish service of pro-
`cess against some of Defendants if they are not allowed
`to take advantage of their existing presence in the dis-
`trict court action. That is not formal legal prejudice,
`either. The ORS and NRS objectors lack standing to
`appeal the district court’s approval of the current set-
`tlement agreements.
`
`Along with the ORS and NRS objectors, purported
`
`settlement class members appeal the district court’s
`striking of their objections to the settlement agree-
`ments. This court reviews a district court’s decision to
`strike an objection for abuse of discretion because is-
`sues of fact predominate. See United States v. Mateo-
`Mendez, 215 F.3d 1039, 1042 (9th Cir. 2000) (“The de
`novo standard applies when issues of law predominate
`in the district court’s evidentiary analysis, and the
`abuse-of-discretion standard applies when the inquiry
`is ‘essentially factual.’ ”). The district court did not err
`in determining that the purported settlement class
`objectors neither complied with the required proce-
`dures nor satisfied the requirements for objections un-
`der Federal Rule of Civil Procedure 23(e)(5)(A). Fed. R.
`Civ. P. 23(e)(5)(A) (An “objection must state whether
`it applies only to the objector, to a specific subset of
`the class, or to the entire class, and also state with
`specificity the grounds for the objection.”). Having
`
`

`

`App. 9
`
`determined the objections were non-compliant, the dis-
`trict court was within its discretion to strike them.
`
`As there are no other objections to the amended
`
`settlements, we affirm the amended settlements and
`remand to the district court for further proceedings,
`including but not limited to, implementation of the
`settlements.
`
`
`
`2. Appeals Nos. 20-15697, 20-15704 and 20-
`16081
`Our affirmance of the amended settlement agree-
`
`ments moots the pending appeals by the ORS and NRS
`appellants related to intervention in the district court.
`To determine if an appeal of the denial of intervention
`is moot, we ask if “any effectual relief whatever” is
`possible even “if we were to determine that the district
`court erred in denying [ ] intervention.” United States
`v. Sprint Commc’n Inc., 855 F.3d 985, 990 (9th Cir.
`2017). The ORS and NRS members seek to intervene
`into the pending action against Defendants to
`strengthen their relation back arguments. The ap-
`proved amended settlements release Defendants from
`the suit at issue. There is no longer an action against
`Defendants into which the ORS and NRS appellants
`can intervene. We can grant no “effectual relief ” to ap-
`pellants even if we were to reach the merits of the ap-
`peals and determine the district court erred. Id. We
`dismiss the intervention appeals as moot.
`
`
`
`Costs to be taxed against Appellants.
`
`

`

`App. 10
`
`AFFIRMED IN PART, DISMISSED IN PART,
`
`AND REMANDED FOR FURTHER PROCEED-
`INGS.
`
`
`
`
`
`

`

`App. 11
`
`UNITED STATES DISTRICT COURT
`NORTHERN DISTRICT OF CALIFORNIA
`
`
`IN RE: CATHODE
`RAY TUBE (CRT)
`ANTITRUST
`LITIGATION
`
`
`This Document Relates
`to:
`ALL INDIRECT
`PURCHASER
`ACTIONS
`
`Case No. 07-cv-05944-JST
`ORDER DENYING MO-
`TION TO INTERVENE
`FOR PURPOSES OF
`APPEALING DENIAL OF
`FINAL SETTLEMENT
`OBJECTIONS AND
`DENYING AS MOOT MO-
`TION TO EXTEND TIME
`TO APPEAL JUDGMENT
`ENTERED JULY 29, 2020
`Re: ECF No. 5792, 5817
`(Filed Aug. 27, 2020)
`
`
`Before the Court is the Other Repealer States’ and
`
`Non-Repealer States’ Motion to Intervene for Purpose
`of Appealing Denial of Objections to Settlements. ECF
`No. 5792. The Court will deny the motion. The Court
`will also deny as moot the ORS and NRS Subclasses’
`motion to extend the deadline to appeal the judgment
`entered on July 29, 2020. ECF No. 5817.
`
`
`I. BACKGROUND
`
`Because the parties are already familiar with the
`facts, the Court summarizes only those bearing on the
`present motion.
`
`

`

`App. 12
`
`In February 2008, the Judicial Panel on Multidis-
`
`trict Litigation ordered the centralization of actions
`alleging that certain Defendants conspired to fix prices
`of cathode ray tubes. See In re Cathode Ray Tube (CRT)
`Antitrust Litig., 536 F. Supp. 2d 1364 (J.P.M.L. 2008).
`On March 11, 2020, the Court granted preliminary
`approval of amended settlement agreements between
`six groups of corporate defendants1 and several
`Statewide Damages Classes of indirect purchasers of
`CRT products (“22 Indirect Purchaser State Classes”).
`ECF No. 5695. These amended agreements narrowed
`the settlement class and removed two subclasses of
`CRT purchasers2 – now denominated the Omitted
`Repealer State Subclass (“ORS Subclass”)3 and the
`
`
`
`1 Settling Defendants include several groups of entities: Phil-
`
`lips, Panasonic, Hitachi, Toshiba, Samsung, and Thomson/TDA.
`Each entity includes subsidiary entities also covered by these
`settlement agreements. See ECF No. 5786 at 2 n.1-6.
`2 In Illinois Brick Co. v. Illinois, the Supreme Court held that
`
`only direct purchasers could recover damages for price-fixing un-
`der Section 4 of the Clayton Act. 431 U.S. 720, 735 (1977). As the
`Ninth Circuit has summarized, the Supreme Court “barred indi-
`rect purchasers’ suits, and left the field of private antitrust en-
`forcement to the direct purchasers.” Royal Printing Co. v.
`Kimberly Clark Corp., 621 F.2d 323, 325 (9th Cir. 1980). In re-
`sponse to the Illinois Brick decision, many states passed so-called
`“Illinois Brick repealer statutes,” which give indirect purchasers
`the right to sue when firms violate analogous state antitrust laws.
`See, e.g., Robert H. Lande, New Options for State Indirect Pur-
`chaser Legislation: Protecting the Real Victims of Antitrust Vio-
`lations, 61 Ala. L. Rev. 447, 448 (2010). Such states are referred
`to as “repealer states.” A state which has not enacted such a stat-
`ute is referred to as a “non-repealer state.”
`3 The ORS Subclass in its current iteration consists of Indi-
`
`rect Purchaser Plaintiffs in the following states: Arkansas,
`
`
`

`

`App. 13
`
`Non-Repealer State Subclass (“NRS Subclass”)4 – in
`order to “remove potential conflicts of interests that
`could result from differences in claims and relief
`sought by the 22 Indirect Purchaser State Classes
`verses the ORS and NRS Subclasses.” ECF No. 5695 at
`11; see ECF No. 5587 at 16; ECF No. 5587-1. Prior to
`preliminary approval, the ORS and NRS Subclasses
`presented motions to intervene in order to amend the
`complaint, see ECF Nos. 5565, 5567; to intervene di-
`rectly into the MDL, see ECF Nos. 5643, 5645; and to
`seek the Court’s reconsideration of the above, see ECF
`Nos. 5688, 5689. The Court denied each of these mo-
`tions. ECF Nos. 5626, 5628, 5684, 5708.
`
`In April 2020, the ORS and NRS Subclasses ap-
`
`pealed the Court’s preliminary approval order and the
`Court’s orders denying the motions to intervene to the
`Ninth Circuit. ECF No. 5709. On June 9, 2020, upon
`motion by the 22 Indirect Purchaser State Classes, the
`Ninth Circuit concluded that it lacked jurisdiction over
`this Court’s preliminary approval order and dismissed
`that portion of the appeal. ECF No. 5738 at 4. In so
`
`
`Massachusetts, Missouri, Montana, New Hampshire, Oregon,
`Rhode Island, South Carolina, and Utah. ECF No. 5518 at 1; ECF
`No. 5645 at 2. The parties now use the “ORS” abbreviation to sig-
`nify “other repealer states” rather than “omitted repealer states.”
`ECF No. 5645 at 1 n.1.
`4 The NRS Subclass consists of Indirect Purchaser Plaintiffs
`
`in the following Non-Repealer States: Alabama, Alaska, Colorado,
`Connecticut, Delaware, Georgia, Idaho, Illinois, Indiana, Ken-
`tucky, Louisiana, Maryland, New Jersey, Ohio, Oklahoma, Penn-
`sylvania, Texas, Virginia, Washington, and Wyoming. ECF No.
`5518 at 2.
`
`

`

`App. 14
`
`doing, the Ninth Circuit noted that it did not read this
`Court’s orders “as precluding [the ORS and NRS Sub-
`classes] from moving to intervene after final approval
`for the different purpose of appealing the denial of
`their objections to the settlement.” Id. (emphasis
`added). On June 11, 2020, the ORS and NRS Sub-
`classes filed a motion to “intervene in this action to
`present their objections and to appeal a final judgment
`if one is entered by the Court.” ECF No. 5754 at 3.
`However, because the ORS and NRS Subclasses
`“fail[ed] to cite a single case or make any argument
`concerning why they [were] entitled to intervene,” and
`because their request to intervene was “premature,”
`the Court denied the motion. ECF No. 5780 at 3.
`
`The Court held a final fairness hearing on July 8,
`
`2020, ECF No. 5782, and granted final approval to the
`settlement of Settling Defendants and 22 Indirect Pur-
`chaser State Classes on July 13, 2020, ECF No. 5786.
`On July 16, 2020, the ORS/NRS Potential Intervenors
`filed the present motion “for an order permitting them
`to intervene in this action to appeal the denial of their
`objections to the settlements.” ECF No. 5792 at 3. This
`motion was joined by the ORS Objector Plaintiffs.5
`ECF No. 5802. The Settling Defendants and 22 Indi-
`rect Purchaser State Classes oppose the motion. ECF
`Nos. 5805, 5806. The ORS/NRS Potential Intervenors
`
`
`5 Because it denies intervention as to both the ORS and NRS
`
`Subclasses, the Court does not address contentions by Settling
`Defendants and 22 Indirect Purchaser State Classes that the ORS
`Objector Plaintiffs are not entitled to join the motion for interven-
`tion. See ECF No 5806 at 15; ECF No. 5805 at 11.
`
`

`

`App. 15
`
`and the ORS Objector Plaintiffs have filed replies. ECF
`Nos. 5811, 5812.
`
`
`II. JURISDICTION
`
`This Court has jurisdiction pursuant to 28 U.S.C.
`§ 1332(d)(2).
`
`
`III. LEGAL STANDARD
`
`Federal Rule of Civil Procedure 24(a)(2) provides
`for intervention as a matter of right where the poten-
`tial intervenor “claims an interest relating to the prop-
`erty or transaction that is the subject of the action, and
`is so situated that disposing of the action may as a
`practical matter impair or impede the movant’s ability
`to protect its interest, unless existing parties ade-
`quately represent that interest.” The Ninth Circuit has
`summarized the requirements for intervention as of
`right under Rule 24(a)(2) as follows:
`/ / /
`(1) [T]he [applicant’s] motion must be timely;
`(2) the applicant must have a “significantly
`protectable” interest relating to the property
`or transaction which is the subject of the ac-
`tion; (3) the applicant must be so situated that
`the disposition of the action may as a practical
`matter impair or impede its ability to protect
`that interest; and (4) the applicant’s interest
`must be inadequately represented by the par-
`ties to the action.
`
`

`

`App. 16
`
`Freedom from Religion Found., Inc. v. Geithner, 644
`F.3d 836, 841 (9th Cir. 2011) (quoting California ex rel.
`Lockyer v. United States, 450 F.3d 436, 440 (9th Cir.
`2006)). Proposed intervenors must satisfy all four cri-
`teria, and “[f ]ailure to satisfy any one of the require-
`ments is fatal to the application.” Perry v. Proposition
`8 Official Proponents, 587 F.3d 947, 950 (9th Cir. 2009).
`In evaluating motions to intervene, “courts are guided
`primarily by practical and equitable considerations,
`and the requirements for intervention are broadly in-
`terpreted in favor of intervention.” United States v.
`Alisal Water Corp., 370 F.3d 915, 919 (9th Cir. 2004).
`“Courts are to take all well-pleaded, nonconclusory al-
`legations in the motion to intervene, the proposed com-
`plaint or answer in intervention, and declarations
`supporting the motion as true absent sham, frivolity or
`other objections.” Sw. Ctr. for Biological Diversity v.
`Berg, 268 F.3d 810, 820 (9th Cir. 2001). Nonetheless,
`“the applicant bears the burden of showing that each
`of the four elements is met.” Freedom from Religion
`Found., 644 F.3d at 841; see also Smith v. L.A. Unified
`Sch. Dist., 830 F.3d 843, 853 (9th Cir. 2016).
`
`The same standard applies when a proposed inter-
`
`venor seeks intervention in order to appeal an order
`of the court. See Koike v. Starbucks Corp., 602
`F. Supp. 2d. 1158, 1160-61 (N.D. Cal. 2009) (applying
`the Rule 24(a)(2) four-part test to applicant’s motion to
`intervene for purpose of appealing an order denying
`class certification); Mass. Sch. of Law at Andover, Inc.
`v. United States, 118 F.3d 776, 779 (D.C. Cir. 1997) (ex-
`plaining that circuit courts apply the Federal Rules of
`
`

`

`App. 17
`
`Civil Procedure “specifically Rule 24 – to interventions
`solely for purposes of appeal”). Notably, even if inter-
`vention for the purposes of appeal is permitted, the
`intervenor must satisfy Article III standing require-
`ments when “seeking appellate review, just as it must
`be met by persons appearing in courts of first in-
`stance.” Arizonans for Official English v. Arizona, 520
`U.S. 43, 64 (1997); see also Hollingsworth v. Perry, 570
`U.S. 693, 705 (2013) (holding that intervenors lacked
`standing, noting that “the District Court had not or-
`dered them to do or refrain from doing anything,” and
`that “No have standing, a litigant must seek relief for
`an injury that affects him in a personal and individual
`way” (internal citations omitted)).
`
`“Permissive intervention,” by contrast, “is commit-
`
`ted to the broad discretion of the district court.” Orange
`Cnty. v. Air Cal., 799 F.2d 535, 539 (9th Cir. 1986). Fed-
`eral Rule of Civil Procedure 24(b) “requires (1) an in-
`dependent ground for jurisdiction; (2) a timely motion;
`and (3) a common question of law and fact between the
`movant’s claim or defense and the main action.” Free-
`dom from Religion Found., 644 F.3d at 843 (citations
`omitted). “Where a putative intervenor has met these
`requirements, the court may also consider other fac-
`tors in the exercise of its discretion.” Perry, 587 F.3d at
`955. Additionally, “the court must consider whether the
`intervention will unduly delay or prejudice the adjudi-
`cation of the original parties’ rights.” Fed. R. Civ. P.
`24(b)(3).
`
`
`
`
`

`

`App. 18
`
`IV. DISCUSSION
`A. Intervention as of Right
`The ORS/NRS Potential Intervenors are not enti-
`
`tled to intervene as of right because they have not
`shown they have a “significantly protectable interest”
`relating to the settlement. See Donnelly v. Glickman,
`159 F.3d 405, 410 (9th Cir. 1998). A proposed interve-
`nor generally has a “significantly protectable interest”
`when its interest is “protectable under some law,” and
`“there is a relationship between the legally protected
`interest and the claims at issue.” Arakaki v. Cayetano,
`324 F.3d 1078, 1084 (9th Cir.2003). “An applicant gen-
`erally satisfies the ‘relationship’ requirement only if
`the resolution of the plaintiff ’s claims actually will af-
`fect the applicant.” Donnelly, 159 F.3d at 410.
`
`Here, the subject of the action is the Court’s order
`
`granting final approval of a settlement between the 22
`Indirect Purchaser State Classes and Settling Defen-
`dants. ECF No. 5786. That settlement will not materi-
`ally affect the ORS and NRS Potential Intervenors
`because, as the Court has now pointed out more than
`once, while the ORS and NRS Potential Intervenors
`are members of the Nationwide Class6 pled in the com-
`plaint, they are not members of the settlement class.
`
`
`6 The operative complaint defines “Nationwide Class” to in-
`
`clude “All persons and or entities who or which indirectly pur-
`chased in the United States for their own use and not for resale,
`CRT Products manufactured and/or sold by the Defendants, or
`any subsidiary, affiliate, or co-conspirator thereof, at any time
`during the period from at least March 1, 1995 through at least
`November 25, 2007.” ECF No. 1526 at 59.
`
`

`

`App. 19
`
`See id. at 9 (“The ORS/NRS Subclasses are members
`of the ‘Nationwide Class’ but are not members of the
`22 Indirect Purchaser State Classes. . . . Therefore, the
`persons and entities in these subclasses are not mem-
`bers of the amended settlement Class.”). Whatever
`claims they have will remain intact. Since they are not
`members of the settling class, their claims will not be
`released by the settlement, and they cannot show a
`protectable interest in the settlement. See Padilla v.
`Willner, 15-cv-04866-JST, 2016 WL 860948, at *7 (N.D.
`Cal. Mar. 7, 2016) (“Class action settlements do not
`bind parties who were excluded from the class.”).
`
`The ORS/NRS Potential Intervenors make several
`
`attempts to paper over this deficiency. First, they as-
`sert, citing Standard Fire Ins. v. Knowles, 568 U.S. 588,
`594 (2013), that “[m]embers of a class have a right to
`intervene if their interests are not adequately repre-
`sented by existing parties.” ECF No. 5792 at 5. No one
`contests this point. Since the ORS/NRS Potential In-
`tervenors are not “members of [the] class,” however, the
`argument does not assist them.
`
`The ORS/NRS Potential Intervenors also misstate
`
`the issue before the Court, arguing that “neither the
`IPPs nor the defendants have shown that the ORS and
`NRS Plaintiffs’ interests are so completely and conclu-
`sively unaffected by the settlements” that intervention
`should be denied. ECF No. 5811 at 5. The question be-
`fore the Court is not whether anyone’s interests are
`“completely and conclusively unaffected,” and the bur-
`den is on the ORS/NRS Potential Intervenors, not the
`settling parties, to “show[ ] that each of the four
`
`

`

`App. 20
`
`elements is met.” See Freedom from Religion Found.,
`644 F.3d at 841.
`
`The ORS/NRS Potential Intervenors further argue
`
`that the effect of the settlements “may be to remove the
`largest and most culpable defendants from any further
`proceedings in this MDL,” and that “entry of judgment
`of dismissal on all of the currently-named plaintiffs’
`claims has at least the potential to terminate the indi-
`rect purchaser MDL class litigation” as to Settling De-
`fendants. ECF No. 5811 at 3-4 (emphasis added). But
`the interest prong of the intervention standard is not
`satisfied by reciting hypothetical suggestions about
`what “may” happen. See Donnelly, 159 F.3d at 411
`(“When an applicant’s purported interest is so tenuous,
`intervention is inappropriate.”). Moreover, even if the
`settlement would in fact terminate the MDL litigation
`as to certain defendants, it is only because the
`ORS/NRS Potential Intervenors currently have no live
`claims against those defendants in this Court. That is
`not the fault of the settling parties, and preventing the
`settlement from going forward would not assist or re-
`vive claims that currently do not exist.7 At best, the
`removal of other plaintiffs might give the ORS/NRS
`Potential Intervenors less leverage in their own settle-
`ment discussions, but that interest is too weak to qual-
`ify for intervention. As the Court has already observed,
`
`
`7 As in their prior briefs, the ORS/NRS Potential Intervenors
`
`cite no authority for the argument that they are entitled to inter-
`vene to prevent dismissal of defendants against whom they have
`no live claims, a further sign that the interest they assert is not
`protectible. See ECF No. 5786 at 10.
`
`

`

`App. 21
`
`the ORS/NRS Potential Intervenors’ arguments show,
`“[a]t most, [that] the settlement puts [them] at some-
`thing of a tactical disadvantage in the continuing liti-
`gation. Such an injury does not constitute plain legal
`prejudice.” ECF No. 5786 at 10 (quoting Waller v. Fin.
`Corp. of Am., 828 F.2d 579, 584 (9th Cir. 1987)).
`
`At one point, the ORS/NRS Potential Intervenors
`
`even seem to acknowledge they have not met the bur-
`den of demonstrating an interest in the settlement,
`stating that “the question of whether the releases that
`are part of the settlements will impair the ability of
`ORS and NRS Plaintiffs and class members to prose-
`cute their claims . . . is not so clear cut that it can be
`decided on this motion.” ECF No. 5811 at 3. But this
`motion is precisely the place that question must be
`decided.
`
`Because the ORS/NRS Potential Intervenors do
`
`not have a “significantly protectable” interest in the
`settlement they wish to challenge, their motion to in-
`tervene as of right is denied. See Alisal Water Corp.,
`370 F.3d at 919 (“The party seeking to intervene bears
`the burden of showing that all the requirements for
`intervention have been met.” (emphasis in original)).
`
`
`
`B. Permissive Intervention
`In the alternative, the ORS/NRS Potential Inter-
`
`venors seek permissive intervention. ECF No. 5792 at
`8-9. Neither opposing party contests the timeliness of
`the motion or the shared common questions of law and
`fact between the claims being settled by the settling
`
`

`

`App. 22
`
`parties and those still asserted by the ORS/NRS Poten-
`tial Intervenors. ECF No. 5806 at 16; ECF No. 5805 at
`10-11. Rather, the 22 Indirect Purchaser State Classes
`argue that the ORS/NRS Potential Intervenors failed
`to demonstrate independent grounds for jurisdiction,
`and that intervention would prejudice settling parties.
`ECF No. 5806 at 17-18. Settling Defendants, mean-
`while, argue that the Court should exercise its discre-
`tion and deny intervention in order to advance the
`policy encouraging voluntary settlements, and avoid
`circumvention of “well-established limitations on non-
`party appeals.”8 ECF No. 5805 at 11.
`
`The independent jurisdictional grounds require-
`
`ment stems from the “concern that intervention might
`be used to enlarge inappropriately the jurisdiction of
`the district courts,” a concern that typically takes the
`form of “proposed intervenors seek[ing] to use permis-
`sive intervention to gain a federal forum for state-law
`claims over which the district court would not, other-
`wise, have jurisdiction.” See Freedom from Religion
`Found., 644 F.3d at 843. In other words, this require-
`ment is not at issue when potential intervenors “ask
`the court only to exercise that power which it already
`has.” See Beckman Indus., Inc. v. Intl Ins. Co., 966 F.2d
`470, 473 (9th Cir. 1992). This Court has jurisdiction
`based on the minimum diversity and amount in con-
`troversy requirements of the Class Action Fairness
`
`
`8 Settling Defendants further argue that the ORS Objector
`
`Plaintiffs who sought to join the intervention motion “lack stand-
`ing to appeal.” ECF No. 5805 at 11. That issue is not before the
`Court.
`
`

`

`App. 23
`
`Act. See 28 U.S.C. § 1332(d)(2). The ORS/NRS Potential
`Intervenors’ motion to intervene asks the Court only
`to exercise its existing jurisdiction and admit their
`intervention so that they may appeal the denial of
`their settlement objections. ECF No 5792 at 3. Because
`the request would not enlarge the Court’s jurisdiction,
`“no independent jurisdictional basis is needed.” See
`Beckman Indus., 966 F.2d at 473.
`
`The issue, instead, is that “the intervention will
`
`unduly delay or prejudice the adjudication of the orig-
`inal parties’ rights.” Fed. R. Civ. Pro. 24(b)(3). The
`Court has held, on prior occasions, that the ORS and
`NRS Subclasses have not shown that the pending set-
`tlement between the 22 Indirect Purchaser State
`Classes and Settling Defendants will result in formal
`legal prejudice. See ECF No. 5786 at 10. Any interests
`that the ORS/NRS Potential Intervenors do have are
`merely theoretical, and intervention by these sub-
`classes in order to appeal their objections to a settle-
`ment for which they are not a part would create undue
`delay and prejudice to the settling parties. See Med.
`Advocates for Healthy Air v. EPA, No. CV 11-3515 SI,
`2011 WL 4834464, at *4-5 (N.D. Cal. Oct. 12, 2011) (af-
`ter finding that intervenor had not demonstrated a
`significantly protectable interest, denying permissive
`intervention because the intervenor’s interests were
`“too attenuated”).
`
`In light of this prejudice, the Court will not exer-
`
`cise its discretion to allow permissive intervention. The
`ORS/NRS Potential Intervenors motion on this score is
`therefore denied.
`
`

`

`App. 24
`
`C. Motion to Extend Time to Appeal
`Because the Court has denied the motion to inter-
`
`vene, the ORS and NRS Subclasses’ motion to extend
`the deadline to appeal the judgment entered on July
`29, 2020, ECF No. 5817, is denied as moot.
`
`
`
`CONCLUSION
`For the foregoing reasons, the ORS/NRS Potential
`
`Intervenors’ motion to intervene for the purposes of ap-
`pealing the denial of final settlement objections is DE-
`NIED. The ORS and NRS Subclasses’ motion to extend
`the deadline to appeal the judgment entered on July
`29, 2020 is DENIED as moot.
`
`IT IS SO ORDERED.
`
`Dated: August 27, 2020
`
`/s/
`
`
`
`Jon S. Tigar
`JON S. TIGAR
`United States District Judge
`
`
`
`
`
`
`
`
`

`

`App. 25
`
`UNITED STATES DISTRICT COURT
`NORTHERN DISTRICT OF CALIFORNIA
`OAKLAND DIVISION
`
`
`IN RE: CATHODE
`RAY TUBE (CRT)
`ANTITRUST
`LITIGATION
`
`
`This Document Relates
`to:
`INDIRECT PUR-
`CHASER ACTIONS
`FOR THE 22 STATES
`
`Master File No.
`4:07-cv-5944-JST
`MDL No. 1917
`[PROPOSED] FINAL
`JUDGMENT OF DISMIS-
`SAL WITH PREJUDICE
`AS TO THE PHILIPS,
`PANASONIC, HITACHI,
`TOSHIBA, SAMSUNG
`SDI, THOMSON, AND
`TDA DEFENDANTS
`Judge: Honorable Jon S. Tigar
`(Filed Jul. 29, 2020)
`
`
`This matter has come before the Court to deter-
`
`mine whether there is any cause why this Court should
`not approve the amended settlements with the Philips,1
`
`
`1 “Philips” includes Koninklijke Philips N.V. (f/k/a Koninldijke
`
`Philips Electronics N.V.), Philips North America LLC (f/k/a
`Philips Electronics North America Corporation, Philips Taiwan
`Limited (f/k/a Philips Electronics Industries (Taiwan), Ltd.), and
`Philips do Brasil Ltda. (f/k/a Philips da Amazonia Industria Elec-
`tronica Ltda.). The agreement was reached on January 26, 2015
`(ECF No. 3862-1), and amended by the parties on September 16,
`2019. See ECF No. 5587-1, Ex. A.
`
`
`

`

`App. 26
`
`Panasonic,2 Hitachi,3 Toshiba,4 Samsung SDI,5
`Thomson,6 and TDA7 Defendants (collectively “Set-
`tl