Appeals from the United States District Court for the Eastern
District of Louisiana
GRAVES and OLDHAM, Circuit Judges.z [*]
S. OLDHAM, CIRCUIT JUDGE
twice before explained how to "match" revenues and
expenses under the Deepwater Horizon Class Action Settlement
Agreement. The question presented is whether the district
court deviated from our mandate. It did.
April 20, 2010, Deepwater Horizon exploded and began leaking
oil into the Gulf of Mexico. Two years later, the district
court simultaneously certified a class of plaintiffs and
approved a class action Settlement Agreement. We ultimately
affirmed the district court's decision. See In re
Deepwater Horizon, 739 F.3d 790, 796, 821 (5th Cir.
"settlement" settled little. To the contrary, it
sparked vehement disputes over its terms and the amounts
claimants were entitled to recover. The Settlement Agreement
establishes a Court Supervised Settlement Program
("CSSP"): A Claims Administrator oversees
third-party accountants who process individual claims in the
first instance. See Deepwater Horizon Economic and
Property Damages Settlement Agreement § 4.3.2. Either
party can appeal an initial claim determination to a
three-person Claims Administration Panel. Id.
§§ 4.3.4, 5.11.4, 22.214.171.124, 126.96.36.199. At the back
end, the district court has discretion to review any disputes
over the settlement's implementation-including claim
determinations. Id. §§ 4.3.2, 4.3.4,
4.4.7, 6.6. From there, either party can appeal to us.
See In re Deepwater Horizon (Matching
Decision), 732 F.3d 326, 332 n.3 (5th Cir. 2013)
("Based on its use throughout the Settlement, the term
'the Court' appears to refer to the district court. .
. . However, the parties clearly intended a broader
interpretation of the term-one that retained their right to
appeal to this court-as shown by BP's appeal and Class
Counsel's failure to object."). And while the
district court's review is discretionary, see
Settlement Agreement § 6.6, ours apparently is not,
see Matching Decision, 732 F.3d at 332 n.3 (finding
jurisdiction under the collateral order doctrine).
this elaborate apparatus are myriad claims for money. This
appeal involves only one-a "Business Economic Loss"
("BEL") claim. BEL claims provide compensation for
the difference between a business's actual
profits during a three-month period after the oil spill and
its expected profits over that same period. Expected
profits are calculated based on actual profits during a
"comparable" period before the spill. Settlement
Agreement Ex. 4C at 1-2. The claimant provides the
comparators by designating a post-spill Compensation
Period-"three or more consecutive months between May and
December 2010"-and a pre-spill Benchmark Period-those
same months in 2009, averaged over 2008-2009, or averaged
over 2007-2009. Id. at 2-3. In relevant part, the
Claims Administrator then determines the variable profits for
both periods and subtracts the Compensation Period profits
from the Benchmark Period profits. Id. at 3.
parties' disputes over this seemingly simple formula have
generated an entire body of federal common law in this
Circuit. At the risk of adding still more pages to the
corpus, we briefly recount the bare essentials here.
beginning, the Claims Administrator announced "he would
typically consider both revenue and expenses in the period in
which those revenues and expenses were recorded" no
matter how the claimant recorded them; he "would not
typically re-allocate such revenues or expenses to different
periods." Matching Decision, 732 F.3d at 330-31
(quotations omitted). BP objected that this approach would
give some claimants inflated awards simply because they
recorded associated revenues and expenses at different times.
Id. at 331. It argued the Settlement Agreement
required the Claims Administrator to reallocate or
"match" a business's expenses to any associated
revenues when calculating profits for the Benchmark Period
and the Compensation Period. The district court disagreed.
Matching Decision, we reversed in part and vacated
in part. Insofar as the Claims Administrator asserted the
power to disaggregate revenues and expenses that a claimant
had already matched, we instructed the district
court to "make certain that this is not occurring."
Id. at 335. With respect to those claimants who did
not match their expenses to revenues, we suggested
the Settlement Agreement might require the Claims
Administrator to match those claims as well. Id. at
336-38. But we ultimately elected not to decide "whether
a matching principle should apply to all claims."
Id. at 339. Instead, we directed the district court
to address that question in the first instance after
"develop[ing] a more complete factual record."
remand, the district court did just that. After revisiting
the Settlement Agreement's language, the court concluded
"that the provision for subtracting corresponding
variable expenses requires that revenue must be matched with
the variable expenses incurred by a claimant in conducting
its business, and that does not necessarily coincide with
when revenue and variable expenses are recorded." In
re Oil Spill by the Oil Rig "Deepwater Horizon" in
the Gulf of Mexico, No. MDL 2179, 2013 WL 10767663, at
*3 (E.D. La. Dec. 24, 2013). It then instructed the Claims
Administrator to develop a policy implementing that view.
result was Policy 495. In it, the Claims Administrator
established different methods for correcting unmatched
financial statements. Policy 495 at 3-4. First, it created an
"Annual Variable Margin Methodology ("AVMM")-
the default method for any claims that were insufficiently
matched. Id. at B1- B6. Second, it created
Industry-Specific Methodologies ("ISMs") for
claimants working in construction, agriculture, education,
and professional services. Id. at C1-F13.
appeal, we upheld the AVMM but rejected the ISMs. In re
Deepwater Horizon (Policy 495 Decision), 858
F.3d 298, 304 (5th Cir. 2017). The AVMM appropriately
required the Claims Administrator to "ensure that costs
are registered in the same month as corresponding revenue,
regardless of when those costs were incurred."
Id. at 302. The ISMs, however, went too far by
requiring "smooth[ing]" profits in addition to
"matching" revenues and expenses. Id. at
303. Accordingly, we held "that all claimants-including
those engaged in construction, agriculture, education, and
professional services- shall, on remand, be subject to the
AVMM." Id. at 304. Our decretal language
reiterated the point: "For the ...