NOG Announces Public Offering of Common Stock
10 Ottobre 2023 - 10:09PM
Business Wire
Northern Oil and Gas, Inc. (NYSE: NOG) (the “Company” or “NOG”)
announced today an underwritten public offering of 6,500,000 shares
of its common stock (the “Offering”). Additionally, the Company has
granted the underwriters a 30-day option to purchase up to an
additional 975,000 shares from the Company.
The Company intends to use the net proceeds from the Offering
for general corporate purposes, which will include the repayment of
a portion of the outstanding borrowings under its revolving credit
facility.
Citigroup is acting as the sole book-running manager for the
Offering. The underwriters may offer the shares of common stock
from time to time for sale in one or more transactions on the New
York Stock Exchange, in the over-the-counter market, through
negotiated transactions or otherwise at market prices prevailing at
the time of sale, at prices related to prevailing market prices or
at negotiated prices.
The Offering will be made only by means of a prospectus
supplement and the accompanying base prospectus, which was filed as
part of an effective shelf registration statement filed with the
Securities and Exchange Commission (“SEC”) on Form S-3. Copies of
the preliminary prospectus supplement and accompanying base
prospectus relating to the Offering, as well as copies of the final
prospectus supplement, once available, may be obtained on the SEC’s
website at www.sec.gov or by contacting Citigroup, c/o Broadridge
Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717
(Tel: 800-831-9146).
This press release does not constitute an offer to sell, a
solicitation to buy or an offer to purchase or sell any securities,
nor shall there be any sale of these securities in any state or
jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the
securities laws of any such state or jurisdiction.
ABOUT NORTHERN OIL AND GAS
NOG is a real asset company with a primary strategy of acquiring
and investing in non-operated minority working and mineral
interests in the premier hydrocarbon producing basins within the
contiguous United States.
SAFE HARBOR
This press release contains forward-looking statements regarding
future events and the Company’s future results that are subject to
the safe harbors created under the Securities Act of 1933, as
amended, and the Securities Exchange Act of 1934, as amended. All
statements other than statements of historical facts included in
this press release are forward-looking statements, including, but
not limited to, statements regarding the Company’s plans to issue
the common stock and the anticipated use of the net proceeds
therefrom. When used in this press 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 production, sales, market size, collaborations, cash flows,
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 the
Company’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 the
Company’s properties; infrastructure constraints and related
factors affecting the Company’s properties; cost inflation or
supply chain disruptions; ongoing legal disputes over, and
potential shutdown of, the Dakota Access Pipeline; the Company’s
ability to acquire additional development opportunities, potential
acquisition transactions, the projected capital efficiency savings
and other operating efficiencies and synergies resulting from the
Company’s acquisition transactions, integration and benefits of
property acquisitions, or the effects of such acquisitions on the
Company’s cash position and levels of indebtedness; changes in the
Company’s reserves estimates or the value thereof; disruption to
the Company’s business due to acquisitions and other significant
transactions; general economic or industry conditions, nationally
and/or in the communities in which the Company conducts business;
changes in the interest rate environment, legislation or regulatory
requirements, conditions of the securities markets; risks
associated with the Company’s 3.625% convertible senior notes due
2029 (the “Convertible Notes”), including the potential impact that
the Convertible Notes may have on the Company’s financial position
and liquidity, potential dilution, and that provisions of the
Convertible Notes could delay or prevent a beneficial takeover of
the Company; the potential impact of the capped call transactions
undertaken in tandem with the Convertible Notes issuance, including
counterparty risk; increasing attention to environmental, social
and governance matters; the Company’s ability to raise or access
capital; cyber-incidents could have a material adverse effect on
the Company’s business, financial condition or results of
operations; changes in accounting principles, policies or
guidelines; events beyond the Company’s control, including a global
or domestic health crisis, acts of terrorism, political or economic
instability or armed conflict in oil and gas producing regions; and
other economic, competitive, governmental, regulatory and technical
factors affecting the Company’s operations, products and
prices.
The Company has based any forward-looking statements on its
current expectations and assumptions about future events. While the
Company’s 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 the Company’s control.
Accordingly, results actually achieved may differ materially from
expected results described in these statements. Forward-looking
statements speak only as of the date they are made. You should
consider carefully the statements under the heading “Risk Factors”
in the Company’s Annual Report on Form 10-K for the year ended
December 31, 2022, as updated by the Company’s Quarterly Report on
Form 10-Q for the quarter ended March 31, 2023. The Company does
not undertake, and specifically disclaims, any obligation to update
any forward-looking statements to reflect events or circumstances
occurring after the date of such statements, other than as may be
required by applicable law or regulation.
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version on businesswire.com: https://www.businesswire.com/news/home/20231010189406/en/
Evelyn Leon Infurna Vice President of Investor Relations (952)
476-9800 ir@northernoil.com
Grafico Azioni Northern Oil and Gas (NYSE:NOG)
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Grafico Azioni Northern Oil and Gas (NYSE:NOG)
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