Southwestern Energy Production Co. v. Forest Resources, LLC

83 A.3d 177
CourtSuperior Court of Pennsylvania
DecidedNovember 27, 2013
StatusPublished
Cited by117 cases

This text of 83 A.3d 177 (Southwestern Energy Production Co. v. Forest Resources, LLC) is published on Counsel Stack Legal Research, covering Superior Court of Pennsylvania primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook
Southwestern Energy Production Co. v. Forest Resources, LLC, 83 A.3d 177 (Pa. Ct. App. 2013).

Opinion

OPINION BY

MUNDY, J.:

Appellants, the Trustees of the Thomas E. Proctor Heirs Trust (PHT) and the Margaret O.F. Proctor Trust (MPT), appeal from the orders entered on December 19, 2012, granting Appellee Lancaster Exploration & Development Co., LLC’s (Lancaster) motion for judgment on the pleadings and sustaining Southwestern Energy Production Company’s (Southwestern) and Lancaster’s respective preliminary objections.1 These orders dismissed Appellants’ respective counterclaims for declaratory judgment, seeking a decree declaring the invalidity of certain oil and gas lease agreements for non-compliance with the Guaranty Minimum Royalty Act (GMRA), 58 P.S. § 33.2 After careful review, we reverse and remand for further proceedings.

We summarize the factual and procedural history of this case as follows. Appellants maintain a claim to oil, gas and mineral rights underlying certain acreage found in warrant 1621 in Lycoming County, Pennsylvania, stemming from the reservation of such rights in an 1894 deed from Thomas and Emma Proctor to the Elk Tanning Company.3 Other parties in this action (Adverse Defendants) claim competing rights stemming from a decree entered in a 1988 quiet title action by Northern Forests.4 On June 17, 2002, [181]*181PHT executed an agreement leasing its oil and gas rights to Lancaster, evidenced by a recorded lease and referenced “Letter Agreement.” On February 17, 2005, PHT executed a second “Letter Agreement,” amending the 2002 agreement and providing for the execution of an extension of the lease, which was executed on June 22, 2005.5 On November 24, 2009, MPT and PHT executed a “confirmatory deed,” in which MPT confirmed the assignment of its oil and gas rights at issue in this case, inter alia, to PHT. The deed did not state the date of the assignment. MPT disclaims any assignment and the validity of the confirmatory deed. Those issues remain unresolved. Southwestern subsequently succeeded to Lancaster’s interests in the subject property.

Southwestern initiated the instant case on December 9, 2011, with the filing of a complaint. In count two of its complaint, Southwestern seeks to quiet title to the oil, gas and mineral rights underlying real estate identified in warrants 1621 and 1622 in Lycoming County, Pennsylvania, against Adverse Defendants. In count one of its complaint, Southwestern seeks a declaratory judgment defining said subsurface rights among itself, Adverse Defendants, PHT, and Appellee International Development Corporation (IDG).

On January 27, 2012, PHT filed an answer and new matter to Southwestern’s complaint together with a counterclaim and eross-claim. In its answer and new matter, PHT averred Southwestern’s claimed interest in PHT’s reserved oil, gas and mineral rights was baseless, being derived as the assignee of invalid leases. PHT cross-claimed against Adverse Defendants to quiet title and for declaratory judgment based on the alleged invalidity of the 1988 quiet title decree. In its counterclaim against Southwestern, PHT seeks a declaratory judgment that the PHT/Lancaster lease, as amended, is invalid under the GMRA.

On February 15, 2012, Southwestern filed preliminary objections, in the nature of a demurrer and for more specific pleadings, to PHT’s counterclaim. That same day, PHT filed a joinder complaint against additional defendant Lancaster. On April 9, 2012, PHT filed its second amended counterclaims, which, in addition to its declaratory judgment claim, included a second count for a constructive trust for all proceeds generated under the allegedly invalid leases. On April 26, 2012, Southwestern filed preliminary objections, demurring to both counts of PHT’s second amended counterclaims. On May 2, 2012, Lancaster filed a joinder complaint, adding MPT as an additional defendant to settle the status of MPT’s 6.25% interest in the oil, gas and mineral rights in PHT’s declaratory judgment counterclaim. On May 14, 2012, Lancaster filed an answer with new matter to PHT’s joinder complaint together with counterclaims alleging breach of contract, tortious interference with contractual relations, and slander of title.

On May 24, 2012, the trial court sustained Southwestern’s preliminary objections and dismissed PHT’s second amended counterclaim. PHT filed a motion, requesting the trial court to certify [182]*182its May 24, 2012 order for immediate appeal. The trial court did not rule on the motion until July 2, 2012, when it determined that due to the lapse of more than 30 days it was without authority to grant the motion. The trial court expressed its view, in a footnote, that it would have denied the motion in any event since “immediate appeal would not facilitate resolution of the entire case.” Trial Court Opinion and Order, 7/3/12, at 1, n.l.

Meanwhile, MPT filed its Answer and New Matter together with a cross-claim and counterclaim on June 21, 2012. Both Southwestern and Lancaster filed preliminary objections to the counterclaims. MPT filed an amended Answer and New Matter together with cross-claims and counterclaims on July 25, 2012. In its cross-claim against the Adverse Defendants, MPT sought declaratory judgment and quiet title relief averring those defendants’ claims to its 6.25% interest in the subsurface rights of the aforesaid acres in Warrant 1621 are invalid. In its cross-claim against PHT, MPT seek's rescission of the confirmatory deed, alleging it was executed in error and that MPT never conveyed its interests in the subject property to PHT. Accordingly, MPT further alleged its interests are not subject to the lease between PHT and Lancaster or the assignment of that lease to Southwestern. In its counterclaim against Southwestern and Lancaster, MPT seeks declaratory judgment on the basis that the PHT/Lancaster Lease, as amended, is invalid as it violates the provisions of the GMRA. MPT also seeks a constructive trust against Southwestern and Lancaster for any profit derived from drilling activities in derogation of MPT’s rights. Again, both Southwestern and Lancaster filed preliminary objections in the nature of a demurrer to MPT’s counterclaims on August 9, 2012, and August 14, 2012, respectively.

On October 31, 2012, Lancaster filed a motion for judgment on the pleadings seeking dismissal of PHT’s joinder complaint and “for a declaration that PHT must execute an assignment to Lancaster of 50% of its royalty interest under the PHT/Laneaster Lease and the TPT/Lancaster Lease pursuant to the 2005 PHT/Lancaster Letter Agreement and the 2005 TPT/Lancaster Letter Agreement.” Lancaster’s Motion for Judgment on the Pleadings, 10/31/12, at 14.

On December 19, 2012, the trial court entered an order, with an accompanying Opinion, granting Lancaster’s motion for judgment on the pleadings in part and finding in favor of Lancaster and against PHT on its declaratory judgment claim.6 The trial court also entered an order sustaining both Lancaster’s and Southwestern’s preliminary objections to MPT’s amended counterclaim. PHT and MPT each filed a notice of appeal on January 17, 2013. The trial court did not order either Appellant to file a concise statement of errors complained of on appeal pursuant to Pennsylvania Rule of Appellate Procedure 1925(b). The trial court filed a Rule 1925(a) opinion referencing its earlier opinions accompanying the orders at issue for an explanation of the court’s reasons for its rulings.

On appeal, Appellants raise virtually identical single issues for our review.

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Cite This Page — Counsel Stack

Bluebook (online)
83 A.3d 177, Counsel Stack Legal Research, https://law.counselstack.com/opinion/southwestern-energy-production-co-v-forest-resources-llc-pasuperct-2013.