Quarterly report pursuant to Section 13 or 15(d)

Contingencies

v3.3.0.814
Contingencies
9 Months Ended
Sep. 30, 2015
Contingencies  
Contingencies

(9)Contingencies

 

The Company is the subject of two nearly identical lawsuits brought by South Jersey Gas Company and South Jersey Resources Group, LLC (collectively “SJGC”) filed on February 4, 2015 in the Superior Court of New Jersey.  The lawsuits have since been consolidated into one case.  SJGC are purchasers of some of the Company’s natural gas production under contracts entered into in 2011.  Deliveries under the contracts began in October 2011 and the delivery obligation continues through October 2019.  SJGC allege that the index prices specified in the contracts, and the index prices at which SJGC paid for deliveries from 2011 through September 2014, are no longer appropriate under the contracts because a market disruption event (as defined by the contract) has occurred and, as a result, a new index price is to be determined by the parties.  The lawsuit seeks a reformation of the contracts, compensatory and punitive damages to be determined at trial, and costs and expenses of the actions.  Beginning in October 2014, SJGC began paying the Company under indexes unilaterally selected by SJGC and not specified in the contract.  The Company contends that no market disruption event has occurred and that SJGC has breached the contracts by failing to pay the Company based on the express price terms of the contracts.  The Company further contends that jurisdiction and venue are improper in New Jersey.  On March 30, 2015, the Company filed suit against SJGC in United States District Court in Colorado seeking relief for breach of contract, damages in the amounts that SJGC has short paid and continues to short pay, as well as costs of the suit.  Through September 30, 2015, the Company estimates that it is owed approximately $33 million more than SJGC has paid using the indexes unilaterally selected by them.

 

The Company is party to various other legal proceedings and claims in the ordinary course of its business.  The Company believes that certain of these matters will be covered by insurance and that the outcome of other matters will not have a material adverse effect on the Company’s consolidated financial position, results of operations, or liquidity.