Northern Oil and Gas, Inc. Announces Success of Consent Solicitation and Closing Schedule for New Credit Facility
November 20 2019 - 4:30PM
Business Wire
Northern Oil and Gas, Inc. (NYSE American: NOG) (“Northern”)
today announced the results of its previously announced consent
solicitation (the “Consent Solicitation”) pursuant to which
Northern solicited consents from holders of its outstanding 8.50%
Senior Secured Second Lien Notes due 2023 (the “Notes”) to amend
the indenture (the “Indenture”) governing the Notes (the “Proposed
Amendments”). Holders of over 99% of the aggregate principal amount
of Notes consented to the Proposed Amendments. Northern plans to
settle the Consent Solicitation and related transactions and a
newly amended and expanded $800 million Senior Secured Revolving
Credit Facility (the “New Credit Facility”) on November 21,
2019.
HIGHLIGHTS
- Holders of over 99% of the Notes consented to the Proposed
Amendments.
- The New Credit Facility introduces five new major banks to the
syndicate.
- Pro forma for all fees and transaction costs, Northern expects
a decrease in total debt upon closing of the New Credit Facility
and completion of the Consent Solicitation and related
transactions.
- Northern expects substantial reductions in fixed charges
post-transactions.
MANAGEMENT COMMENT
“With the successful completion of these transactions, Northern
enters a new era,” commented Northern’s President and Chief
Financial Officer, Nick O’Grady. “We are now free to execute on our
stated plan, which includes returning capital to shareholders,
reducing debt ratios and growing our free cash flow and
profitability over time in a responsible manner.”
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.
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, as amended, and
the Securities Exchange Act of 1934, as amended. 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: Northern’s ability to complete the
transactions described in this press release, 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. These and other applicable
risks and uncertainties have been described more fully in
Northern’s Annual Report on Form 10-K filed with the SEC on March
18, 2019 and in Northern’s subsequent SEC filings. 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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version on businesswire.com: https://www.businesswire.com/news/home/20191120005939/en/
Nicholas O’Grady President and Chief Financial Officer (952)
476-9800 ir@northernoil.com
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