During September’s trial, Judge Garrison granted NRP’s motion on damages, which limited the maximum amount Anadarko could recover to $56 million. Then, on Wednesday, she rejected all of Anadarko’s arguments made throughout the litigation in an eight-page findings of fact and conclusions of law ruling.
“Even assuming Anadarko proved its own intent, it did not prove that NRP shared that intent,” Judge Garrison wrote in Wednesday’s ruling. “Instead, the parties mutually intended to exempt restructuring transactions in which NRP continued to own on approximate 49% beneficial interest in the operation, but no longer owned certain of the specific securities that NRP purchased from Anadarko.”
According to Judge Garrison’s ruling, Anadarko “externally and affirmatively manifested its intentional abandonment” of its buyout trigger event claim during a 27-month period before filing suit by remaining silent and “electing to accept the final earn-out payment in lieu of the buyout payment, without protest or reservation of rights.”
Anadarko did this after stating in writing in April 2015 that it would decide whether it would pursue its claim related to the July 2013 restructuring transaction “in the near future,” the ruling says.
“As a result of Anadarko’s repeated changes of position as to its allegation that the July 2013 restructuring was a buyout trigger event, NRP was forced into a pattern of stop-start disclosure, nondisclosure, and redisclosure of Anadarko’s threats in its public filings,” Judge Garrison wrote. “NRP was materially harmed as a result.”