The opinion of the court was delivered by: John Gleeson, United States District Judge:
ELECTRONIC PUBLICATION ONLY
The Plaintiffs have moved for final approval of a proposed settlement of this class action, as well as certification of a settlement class, appointment of class representatives and counsel, approval of case contribution awards and an award of expenses and attorney's fees. Having reviewed the written submissions and conducted a fairness hearing on June 5, 2012, the Court has determined that the settlement should be approved. In separate orders, filed simultaneously with this memorandum, the Plaintiffs' motions are granted.
The Plaintiffs are current and former franchisees of SuperShuttle International, Inc. ("SuperShuttle"), "the nation's leading shared-ride airport taxi shuttle." Am. Compl. ¶ 28, ECF No. 11 (internal quotation marks omitted). They commenced this action on December 2, 2008, principally asserting various claims under the New York Labor Law (the "NYLL") and the Fair Labor Standards Act (the "FLSA") concerning wages and unpaid overtime. The case was brought on behalf of a class of all current and former franchisees who worked for SuperShuttle in New York from December 2, 2002, until the entry of judgment. The FLSA claims were brought as an opt-in collective action.
After several years of proceedings, which included this Court granting a motion to compel some of the Plaintiffs to assert their claims in arbitration, the parties reached a settlement in 2011. The settlement consists primarily of (a) monetary relief of $100 for class members who do not currently have a SuperShuttle franchise; and (b) a new SuperShuttle program called the Franchise Resale Opportunity Program ("FROP"), which would allow current franchisees to sell a new ten-year franchise through financing provided by SuperShuttle. In addition, the settlement provides current franchisees with "procedural safeguards." Specifically, certain SuperShuttle policies will be made clearer; and any decisions to suspend or terminate a franchisee will be made by higher level mangers after the franchisee has had an opportunity to tell his or her side of the story.
The Court held a status conference on January 20, 2012, in connection with the Plaintiffs' motion for preliminary approval of the settlement. During the status conference, I raised concerns regarding the adequacy of the settlement and the apparent lack of a nexus between the benefits provided by the FROP and the claims asserted in this lawsuit. After hearing from the parties and receiving additional materials, preliminary approval of the settlement was granted and a class was conditionally certified on February 8, 2012.
After notice was provided to the class, the Court received several letters from class members who had opted out of the class and urged the Court not to grant final approval of the settlement. Approximately 38% of the class has opted out. However, no objections have been filed. On May 29, 2012, the Plaintiffs moved for final approval of the settlement. At the fairness hearing on June 5, 2012, no one appeared to object to the settlement.
A. Approval of the Settlement
Settlement of a class action requires court approval. In re Visa Check/ MasterMoney Antitrust Litig., 297 F. Supp. 2d 503, 509 (E.D.N.Y. 2003) (citing Fed. R. Civ. P. 23(e)), aff'd sub nom., Wal-Mart Stores, Inc. v. Visa U.S.A., Inc., 396 F.3d 96 (2d Cir. 2005). In considering whether to approve a class action, a court should determine whether the proposed settlement is fair, adequate and reasonable. See D'Amato v. Deutsche Bank, 236 F.3d 78, 85 (2d Cir. 2001). In making this determination, a court should be cognizant of "the general policy favoring settlement." Visa Check/MasterMoney, 297 F. Supp. 2d at 509; see also In re PaineWebber Ltd. P'ships Litig., 147 F.3d 132, 138 (2d Cir. 1998). It must not "rubber stamp the settlement," but it also must not "engage in the detailed and thorough investigation that it would undertake if it were actually trying the case." Visa Check/MasterMoney, 297 F. Supp. 2d at 509 (internal quotation marks and citation omitted).
A court should consider the fairness of the settlement both procedurally, by examining the negotiations that led to the settlement, and substantively, by examining the settlement's terms. See McReynolds v. Richards-Cantave, 588 F.3d 790, 803--04 (2d Cir. 2009); see also Visa Check/MasterMoney, 297 F. Supp. 2d at 509. Where, as here, a settlement is the "product of arm's length negotiations conducted by experienced counsel knowledgeable in complex class litigation," the negotiation enjoys a "presumption of fairness." In re Austrian & German Bank Holocaust Litig., 80 F. Supp. 2d 164, 173--74 (S.D.N.Y. 2000), aff'd sub nom., D'Amato, 236 F.3d 78; see also Wal-Mart Stores, 396 F.3d at 116. In light of the efforts of experienced and able counsel on both sides over several years, I conclude that the settlement is procedurally fair.
In considering the substantive fairness of a settlement, a court should consider ...