Bison Res. Corp. v. Antero Res. Corp.
| Decision Date | 21 September 2018 |
| Docket Number | Civil Action No. 1:16CV107 |
| Court | U.S. District Court — Northern District of West Virginia |
| Parties | BISON RESOURCES CORPORATION, an Oklahoma limited liability company, Plaintiff, v. ANTERO RESOURCES CORPORATION, a Delaware corporation and ANTERO RESOURCES APPALACHIAN CORPORATION, a Delaware corporation and predecessor-in-interest to defendant Antero Resources Corporation, Defendants, and ANTERO RESOURCES CORPORATION, a Delaware corporation, Third-Party Plaintiff, v. BISON ASSOCIATES, L.L.C., an Oklahoma limited liability company, PSPI PARTNERSHIP NO. 2, a Pennsylvania partnership, BROWN RESOURCES, L.L.C., MARK F. HARISON, partner, PATRICIA F. HARISON, partner, JON D. HAZLEY, partner, SHERRY L. HAZLEY, partner, E. CRAIG THOMPSON, partner, VICTORIA F. THOMPSON, partner, and BISON INTERESTS, L.L.C., Third-Party Defendants. |
(STAMP)
This civil action involves a real property dispute arising out of an alleged trespass, conversion of property, and tortious interference as to certain oil and gas leases and further involves a "right of first refusal" ("ROFR") issue. The plaintiff, Bison Resources Corporation ("Bison Resources"), originally filed this civil action in the Circuit Court of Harrison County, West Virginia. The defendant, Antero Resources Corporation ("Antero"), removed this case to the United States District Court for the Northern District of West Virginia citing diversity of citizenship. ECF No. 1. The Honorable Irene M. Keeley then transferred this civil action to the undersigned judge. ECF No. 4.
Subsequently, this Court entered a memorandum opinion and order denying plaintiff's motion to remand (ECF No. 11) finding that subject matter jurisdiction exists under 28 U.S.C. § 1332(a), and entered a memorandum opinion and order denying Antero's motion to dismiss. ECF No. 42. As part of its answer, defendant Antero filed a counterclaim for declaratory judgment (ECF No. 46). Additionally, after consideration of the individual third-party defendants' motions to dismiss the third-party complaint by Antero as it relates to them for lack of personal jurisdiction, this Court entered a memorandum opinion and order granting the motions to dismiss by the individual third-party defendants, Mark F. Harison, Patricia F. Harison, E. Craig Thompson and Victoria F. Higgins,finding that they do not have contacts with the State of West Virginia sufficient to create personal jurisdiction in this Court over them in this case. ECF No. 188.
Defendant Antero filed motion for summary judgment pursuant to Federal Rule of Civil Procedure 56 on the claims of plaintiff Bison Resources and Antero further requested this Court grant its counterclaim. ECF No. 179. Plaintiff Bison Resources filed a response in opposition. ECF No. 193. Antero filed a reply. ECF No. 198.
Third-party defendants Bison Associates, L.L.C. ("Bison Associates"), Brown Resources, L.L.C. ("Brown Resources"), PSPI Partnership No. 2 ("PSPI"), and Bison Interests, L.L.C. ("Bison Interests"), filed motions for summary judgment. ECF Nos. 177, 181, 183, and 185. Third-party plaintiff Antero filed an omnibus response in opposition to the third-party defendants' motions for summary judgment. ECF No. 194. The third-party defendants replied. ECF Nos. 197 and 199.
On April 2, 2018, the parties appeared by counsel for a pretrial conference in the above-styled civil action. Following the pretrial conference, the Court directed the parties to submit supplemental briefs regarding the issues raised during the pretrial conference, including the issues of judicial estoppel as raised by Antero, and a supplemental response to Antero's motion for summary judgment with consideration of the additional documents turned over by Antero as raised by Bison Resources. ECF No. 254. At thepretrial conference, and by agreement of the parties, the trial date in this civil action was vacated and continued generally pending the supplemental briefing and resolution of the issues raised by the parties. Id. Further, as pronounced at the pretrial conference, and without objection, the third-party claims asserted in the above-styled civil action, as well as the Court's rulings on the pending motions for summary judgment, were stayed by order as premature. Id.
Following the conference and pursuant to this Court's order granting the parties' requests, Bison Resources filed a supplemental memorandum in opposition to Antero's motion for summary judgment (ECF No. 257) and Antero filed a supplemental brief in support of its motion (ECF No. 258). Bison Resources then filed a response to Antero's supplemental brief (ECF No. 259). Antero filed a response to Bison Resources' supplemental memorandum (ECF No. 260). Bison Resources filed its reply to Antero's response (ECF No. 261). Antero then filed its reply to Bison Resources' response (ECF No. 262).
The contentions of the parties are now fully briefed and Antero's pending motion for summary judgment is ripe for disposition.
In 1979 and 1980, Doran & Associates, Inc. ("Doran") conveyed to LaMaur Development Corporation ("LaMaur") working interests in previously drilled boreholes on a set of mineral leases, along with"right[s] of first refusal to drill any additional wells which may be drilled upon the oil and gas lease[s]." ECF Nos. 180-2 at 2, 180-11 at 2, and 180-21 at 1. These conveyances included the Hazel Ash lease, the Okey Clark lease, and the West lease (collectively "the subject leases"). In 1993, LaMaur merged into Bison Resources. In 1996, Bison Resources assigned its rights, titles, and interests in the subject leases to Mr. and Mrs. Harison and Mr. and Mrs. Thompson. In 2001, Mr. and Mrs. Harison and Mr. and Mrs. Thompson assigned their rights, titles, and interests in the subject leases to Bison Associates. In 2012, Bison Associates and PSPI assigned their right, title, and interest in the subject leases to Antero and excepted only Bison Associate's wellbore interests and an overriding royalty interest. ECF No. 180-27. After acquiring interests in the subject leases, Antero entered those properties, drilled new wells deeper into the boreholes to reach the Marcellus shale, and began producing natural gas. Bison Resources then filed this civil action alleging that Antero did not provide Bison Resources with prior notice before drilling the new wells or offer Bison Resources an opportunity to drill in accordance with its rights of first refusal. Bison Resources alleges claims for violation of its rights of first refusal, trespass, conversion, and tortious interference.
Fed. R. Civ. P. 56(c). The party seeking summary judgment bears the initial burden of showing the absence of any genuine issues of material fact. See Celotex Corp. v. Catrett, 477 U.S. 317, 322-23 (1986). "The burden then shifts to the nonmoving party to come forward with facts sufficient to create a triable issue of fact." Temkin v. Frederick County Comm'rs, 945 F.2d 716, 718 (4th Cir. 1991), cert. denied, 502 U.S. 1095 (1992) (citing Anderson v. Liberty Lobby, Inc., 477 U.S. 242, 247-48 (1986)). However, as the United States Supreme Court noted in Anderson, "Rule 56(e) itself provides that a party opposing a properly supported motion for summary judgment may not rest upon the mere allegations or denials of his pleading, but . . . must set forth specific facts showing that there is a genuine issue for trial." Anderson, 477 U.S. at 256. "The inquiry performed is the threshold inquiry of determining whether there is the need for a trial—whether, in other words, there are any genuine factual issues that properly can be resolved only by a finder of fact because they may reasonably be resolved in favor of either party." Id. at 250; see also Charbonnages de France v. Smith, 597 F.2d 406, 414 (4th Cir. 1979) .
In Celotex, the Supreme Court stated that "the plain language of Rule 56(c) mandates the entry of summary judgment, after adequate time for discovery and upon motion, against a party who fails to make a showing sufficient to establish the existence of an element essential to that party's case, and on which that party will bear the burden of proof at trial." Celotex, 477 U.S. at 322. In reviewing the supported underlying facts, all inferences must be viewed in the light most favorable to the party opposing the motion. See Matsushita Elec. Indus. Co. v. Zenith Radio Corp., 475 U.S. 574, 587 (1986).
Following its review of the fully briefed motions, the parties' supplemental briefing, and the memoranda and exhibits submitted by the parties, and for the reasons set forth below, this Court finds that Bison Resources cannot prevail on any of its claims because it does not have a valid right of first refusal. Accordingly, Antero's motion for summary judgment (ECF No. 179) is granted.
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