Northern Oil and Gas, Inc. Announces Bolt-on Acquisition and Additional Debt Reduction
Northern Oil and Gas, Inc. (NYSE American: NOG) today announced that it
has entered into a definitive agreement to acquire producing assets in
the Williston Basin of North Dakota. Separately, Northern has entered
into another negotiated exchange agreement with an institutional holder
(the “Investor”) of its 8% senior unsecured notes due 2020 (the “Notes”).
HIGHLIGHTS
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Acquisition includes current estimated production of 165 barrels of
oil equivalent per day and over 1,900 acres in the Pronghorn area of
the Williston Basin
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Exchange agreement will result in a debt reduction of $10 million par
value of Notes, in exchange for common stock
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Combined with the other exchange transactions announced over the last
two weeks, Northern has now entered into agreements to retire $53.8
million of its remaining Notes
MANAGEMENT COMMENT
“This acquisition is another indicator of our continued success in
pursuing accretive acquisitions and our competitive advantage in the
Williston Basin,” commented Northern’s Chief Executive Officer, Mike
Reger. “Our capital allocation process is driving strong cash flow
growth. We continue to see numerous acquisition opportunities, while at
the same time we continue improving our balance sheet and reducing our
cash expenses.”
The acquired acreage is 100% held by production and focused in the
Pronghorn area, operated by Whiting Petroleum and Continental Resources.
Total consideration is $5 million in cash (subject to closing
adjustments) and 500,000 shares of Northern common stock, with the
acquisition expected to close on or about August 1, 2018.
The new exchange agreement represents a debt reduction of $10,000,000
par value of Notes. In exchange, Northern will issue 3,338,020 shares of
common stock to the Investor. In exchange for certain guarantees, the
Investor has agreed to a nine month lock-up period, subject to certain
exceptions.
ABOUT NORTHERN OIL AND GAS
Northern Oil and Gas, Inc. is an exploration and production company with
a core area of focus in the Williston Basin Bakken and Three Forks play
in North Dakota and Montana.
More information about Northern Oil and Gas, Inc. can be found at www.NorthernOil.com.
SAFE HARBOR
This press release contains forward-looking statements regarding future
events and future results that are subject to the safe harbors created
under the Securities Act of 1933 (the “Securities Act”) and the
Securities Exchange Act of 1934 (the “Exchange Act”). All statements
other than statements of historical facts included in this release
regarding Northern’s financial position, business strategy, plans and
objectives of management for future operations, industry conditions, and
indebtedness covenant compliance are forward-looking statements. When
used in this release, forward-looking statements are generally
accompanied by terms or phrases such as “estimate,” “project,”
“predict,” “believe,” “expect,” “continue,” “anticipate,” “target,”
“could,” “plan,” “intend,” “seek,” “goal,” “will,” “should,” “may” or
other words and similar expressions that convey the uncertainty of
future events or outcomes. Items contemplating or making assumptions
about actual or potential future sales, market size, collaborations, and
trends or operating results also constitute such forward-looking
statements.
Forward-looking statements involve inherent risks and uncertainties, and
important factors (many of which are beyond Northern’s control) that
could cause actual results to differ materially from those set forth in
the forward-looking statements, including the following: changes in
crude oil and natural gas prices, the pace of drilling and completions
activity on Northern’s properties, Northern’s ability to acquire
additional development opportunities, changes in Northern’s reserves
estimates or the value thereof, general economic or industry conditions,
nationally and/or in the communities in which Northern conducts
business, changes in the interest rate environment, legislation or
regulatory requirements, conditions of the securities markets,
Northern’s ability to raise or access capital, changes in accounting
principles, policies or guidelines, financial or political instability,
acts of war or terrorism, and other economic, competitive, governmental,
regulatory and technical factors affecting Northern’s operations,
products, services and prices.
Northern has based these forward-looking statements on its current
expectations and assumptions about future events. While management
considers these expectations and assumptions to be reasonable, they are
inherently subject to significant business, economic, competitive,
regulatory and other risks, contingencies and uncertainties, most of
which are difficult to predict and many of which are beyond Northern’s
control. Northern does not undertake any duty to update or revise any
forward-looking statements, except as may be required by the federal
securities laws.
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