Shields Law Grp. v. Stueve Siegel Hanson LLP

95 F.4th 1251

SHIELDS LAW GROUP, LLC; Paul Byrd Law Firm, PLLC, Attorneys-Appellants, v. STUEVE SIEGEL HANSON LLP; Gustafson Gluek, PLLC; Watts Guerra LLP; Heninger Garrison Davis, LLC; Seeger Weiss LLP; Shamberg Johnson & Bergman; Wexler Wallace LLP; Carella Byrne Cecchi Olstein Brody & Agnello, P.C.; Clark, Love & Hutson, GP; Hare, Wynn, Newell & Newton, LLP, Attorneys-Appellees.

Hossley-Embry, LLP, Attorney-Appellant, v. Stueve Siegel Hanson LLP; Gustafson Gluek PLLC; Watts Guerra LLP; Heninger Garrison Davis, LLC; Seeger Weiss LLP; Shamberg Johnson & Bergman; Wexler Wallace LLP; Carella Byrne Cecchi Olstein Brody & Agnello, P.C.; Clark, Love & Hutson, GP; Hare, Wynn, Newell & Newton, LLP, Attorneys-Appellees.

No. 21-3021

No. 21-3022

United States Court of Appeals, Tenth Circuit

FILED March 11, 2024

Appeal from the United States District Court for the District of Kansas (D.C. No. 2:14-MD-02591-JWL-JPO)

Submitted on the motions:^*

Jeffrey A. Lamken and Eric R. Nitz, Mololamken LLP, Washington, D.C., on the motion to dismiss for Watts Guerra, LLP.

Patrick J. Stueve and Bradley T. Wilders, Stueve Siegel Hanson LLP, Kansas City Missouri, Christopher A. Seeger, Seeger Weiss LLP Ridgefield Park, New Jersey, Daniel E. Gustafson, Gustafson Gluek PLLC, Minneapolis, Minnesota, on the motion to dismiss for Settlement Class Counsel.

Christopher B. Hood, Heninger Garrison Davis, LLC, Birmingham, Alabama, on the response in support of motions to dismiss for Heninger Garrison Davis, LLC.

Christina J. Nielsen, Nielsen Law Firm, Lorain, Ohio for Shields Law Group, LLC, and Paul Byrd Law Firm, PLLC, and Daniel Allen Hossley, Tyler, Texas for Hossley-Embry, LLP, on the Joint Suggestions in Opposition to Appellees' Motions to Dismiss.

Before HOLMES, Chief Judge, BACHARACH, and McHUGH, Circuit Judges.

HOLMES, Chief Judge.

After Syngenta AG ("Syngenta"), an agricultural company, commercialized and released genetically modified corn seeds without obtaining regulatory approval for its seeds to be imported into China, thousands of corn producers (as well as others in the corn industry) filed lawsuits against Syngenta. Ultimately, in 2018, Syngenta settled with class action plaintiffs for $1.51 billion. Out of that $1.51 billion, one-third of the total amount—$503,333,333.33—was set aside as attorneys' fees. But that was only the beginning of a different litigation saga that has now spanned years: litigation over the apportionment and allocation of the $503 million in attorneys' fees.

The district court, with the aid of a special master, crafted a two-stage approach to allocating the $503 million. At the first stage, the $503 million was divided into four pools: 49% for the common benefit pool for firms that litigated in Kansas, 23.5% for the common benefit pool for firms that litigated in Minnesota, 15.5% for the common benefit pool for firms that litigated in Illinois, and 12% for the pool for individually retained private attorneys ("IRPAs"). At the second stage, the money was awarded to individual firms and attorneys within each pool. Through a series of separate orders, the district court allocated most of these fees.

Participating law firms from a variety of states challenged this allocation scheme on multiple levels, and various firms filed a tidal wave of appeals and cross-appeals from the district court's orders. On February 28, 2023, we resolved most of the pending appeals related to the allocation of attorneys' fees in In re Syngenta AG MIR 162 Corn Litigation ("In re Syngenta I"), 61 F.4th 1126 (10th Cir. 2023). Specifically, we concluded that the district court acted within its discretion in devising the four-pool allocation system, determining the amount to be allocated to each pool, awarding money to firms in the three geographic common benefit pools, and making an award of expenses. See id. at 1170. However, our opinion in In re Syngenta I did not fully resolve every appeal related to the allocation of attorneys' fees; some remain pending.

Among the appeals that remain pending are what we will refer to as the Watts Guerra Settlement Appeals. In these appeals, two sets of firms challenge the district court's approval of a discrete settlement agreement ("the Watts Guerra Settlement Agreement") between Watts Guerra LLP—one of the firms that originally challenged the district court's fee allocation orders—and the firms who were not appealing the district court's fee allocation orders ("the Appellee Parties").¹

The two sets of firms also challenge the district court's disbursement of funds in a manner that incorporated the terms of the Watts Guerra Settlement Agreement. The first appeal, numbered 21-3021, is brought by Shields Law Group, LLC, Plaintiffs' Counsel, and Paul Byrd Law Firm, PLLC, Plaintiffs' Counsel (collectively, "Byrd/Shields").² The second appeal, numbered 21-3022, is brought by Hossley-Embry LLP. The two appeals present identical legal issues, and we will refer to Byrd/Shields and Hossley-Embry collectively as "the Objecting Firms."

Watts Guerra and Settlement Class Counsel, see supra note 1, moved to dismiss the Watts Guerra Settlement Appeals, arguing that we lack jurisdiction. Shortly thereafter, we abated the Watts Guerra Settlement Appeals. After we issued our opinion in In re Syngenta I, the Objecting Firms moved to lift the abatement and enter a scheduling order. Watts Guerra and the Joint Appellees, see supra note 1, oppose this request, arguing that while the abatement should be lifted, the appeals should be summarily dismissed for the reasons stated in the earlier motions to dismiss.

For the reasons that follow, we agree with the Joint Appellees and Watts Guerra. We thus lift the abatement of the Watts Guerra Settlement Appeals (Nos. 21-3021 and 21-3022), grant Settlement Class Counsel's and Watts Guerra's motions to dismiss these appeals for lack of subject-matter jurisdiction, and dismiss the appeals.³

I. BACKGROUND

We described the long and complex background of the attorneys' fees dispute in In re Syngenta I. See 61 F.4th at 1138-70. We thus confine our discussion of the background to only the broad strokes and the events necessary to understanding the Watts Guerra Settlement Appeals.⁴

A. The Historic Settlement

Syngenta is an agricultural company that marketed and commercialized genetically modified corn seed products, Agrisure Viptera and Agrisure Duracade, and allowed them to be imported into China without obtaining China's regulatory approval to do so. When China discovered the genetically modified seeds in American import shipments, China closed its markets to American corn, which led to a fall in corn prices and financial injury to corn farmers and producers. As a result, corn farmers and producers filed thousands of lawsuits against Syngenta in multiple jurisdictions —including class actions, mass tort actions, and individual actions.⁵

The Judicial Panel on Multidistrict Litigation consolidated hundreds of these suits into a multi-district litigation ("MDL") in Kansas federal court; additionally, thousands of suits were consolidated in a Minnesota state court, and other suits were litigated in Illinois federal court. The Kansas district court (hereinafter referred to as "the district court") appointed several attorneys as co-lead counsel for the Kansas MDL ("Kansas Co-Lead Counsel"); these attorneys would play a substantial role in the development of the original litigation and the fees dispute.⁶ In Minnesota, the firms involved in coordinating the litigation included Watts Guerra and the Paul Byrd Law Firm, PLLC of Byrd/Shields.

After a jury trial in Kansas resulted in a substantial award for the Kansas class, Syngenta expressed interest in pursuing a global settlement. In February 2018, Syngenta and a class of corn producers reached a nationwide settlement agreement that resolved the claims against Syngenta. As part of the settlement, Syngenta agreed to pay $1.51 billion in exchange for the release of all claims arising out of the debacle over the genetically modified seeds. The district court preliminarily approved the settlement, and, in an order issued on December 7, 2018 ("the December 2018 Aggregate Fee Order"), it finalized its approval of the settlement and awarded one-third of the total settlement amount ($503,333,333.33) as attorneys' fees. See Jt. App., Vol. XXII, at 5088-89 (Dist. Ct. Mem. & Order, filed Dec. 7, 2018). But the question of how to allocate that sum among the myriad firms involved in the litigation remained.⁷

B. The Four Pool System for Allocation of Attorneys' Fees

1. The December 2018 Fee Allocation Order

On November 21, 2018, the special master issued a report and recommendation that, among other things, set forth a detailed recommendation for how to allocate the $503 million. Various firms, including the Objecting Firms, filed objections to the report and recommendation.

On December 31, 2018, the district court issued a fee allocation order ("the December 2018 Fee Allocation Order") that largely accepted the special master's recommendation.

See Jt. App., Vol. XXIII, at 5348-49 (Dist. Ct. Mem. & Order, filed Dec. 31, 2018). Based on the recommendation of the special master, the district court ultimately created a four-pool allocation scheme to divide the $503 million.⁸ This four-pool allocation system is critical to understanding the instant appeals.

To begin, three "common benefit pools" were created, corresponding with the litigation in Kansas, Minnesota, and Illinois, which we refer to as the Kansas Common Benefit Pool, the Minnesota Common Benefit Pool, and the Illinois Common Benefit Pool, respectively. For these three pools, each attorney was placed in the pool corresponding to the state in which they performed the bulk of their work. Each attorney could seek a fee award from their designated pool for any work they performed that benefited the settlement class as a whole or the settlement negotiation process (referred to as common benefit work)...