Shale Daily / NGI All News Access

Magnum Hunter, Seller Countersue Again in North Dakota

Magnum Hunter Resources Corp. and a private seller of assets in the Williston Basin have leveled a second round of lawsuits against each other in federal court in North Dakota, the latest in a series of legal battles involving about 15,500 gross oil and gas acres.

Houston-based Magnum Hunter and its subsidiary, Williston Hunter ND LLC, filed suit against Eagle Operating Inc. in U.S. District Court for the District of North Dakota on Friday, accusing the Kenmare, ND-based company of breaching a purchase and sale agreement (PSA). Eagle also filed suit on Friday, accusing Magnum Hunter and its subsidiary of breach of contract.

The acreage, located across four North Dakota counties, contains 191 wells. Gross production from the properties is about 833 boe/d, and total proved reserves are estimated to be about 2.6 MMboe.

Both lawsuits stem from a PSA forged between the two sides on Aug. 4, when Eagle agreed to sell Magnum Hunter its remaining 50% interest in the acreage for $55 million in cash and $2 million in stock. The PSA unraveled before a closing deadline Thursday after Eagle submitted a preliminary settlement statement that included $5.9 million for two wells it drilled in the East Flaxton Madison Unit (EFMU) in Burke County, ND.

Accusing Eagle of acting in "bad faith," Magnum Hunter attorney Greg Eidman Jr. said Eagle "is attempting to create a false mechanism for Williston Hunter to pay unauthorized capital expenditures for the EFMU wells through an illogical and untenable interpretation of the PSA."

Magnum Hunter is asking Judge Charles Miller Jr. to force Eagle to complete the sale without the additional charges, arguing that Eagle agreed to that through mediation.

Meanwhile, Eagle is countering that the PSA requires Magnum Hunter to pay the cash portion of the agreement with the charges included, after which Magnum Hunter has the right to contest or seek arbitration for any charges that it feels it doesn't have to pay.

Magnum Hunter already owns the other 50% interest, which it purchased from Eagle in December 2006 when the company was known as Petro Resources Corp. Under the terms of that deal, Eagle was to receive $10 million in cash and $10 million in stock. The two companies also agreed to a joint venture (JV) agreement where Magnum Hunter agreed to provide another $45 million to develop the acreage.

Magnum Hunter sued Eagle on April 21, 2010, alleging that Eagle breached the JV contract when it drilled the two EFMU wells despite several requests by Magnum Hunter to halt the drilling and defer capital spending.

Eagle in turn sued on June 1, 2010, accusing Magnum Hunter of breach of contract when the company issued more than 3.14 million shares of stock with a restricted legend for the December 2006 deal. Eagle said Magnum Hunter refused to reissue the stocks with the restricted legend removed. The stocks were eventually reissued.

The two sides held mediation meetings on April 26 and July 26, after which Eagle agreed to the PSA and would sell Magnum Hunter the remaining 50% interest, with the exception of Eagle's retention of a sliding-scale overriding royalty interest for some properties. The PSA would have also settled the two lawsuits from 2010, but in a written statement on Friday Magnum Hunter spokesman Brad Davis said "[that] litigation is now expected to continue."

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