WLL Whiting Petroleum Corp

Item 2.01. Completion of Acquisition or Disposition of Assets.

On September 1, 2017, Whiting Resources Corporation (“WRC”), a subsidiary of Whiting Petroleum Corporation (“Whiting”), completed a sale (the “Sale”) to RimRock Oil & Gas Williston, LLC (“RimRock”) of Whiting’s interests in certain producing oil and gas properties located in the Fort Berthold Indian Reservation area in Dunn and McLean counties of North Dakota as well as certain other related assets and liabilities. The Sale was pursuant to the Purchase and Sale Agreement (the “Agreement”), dated August 14, 2017, by and among WRC, RimRock, Whiting Oil and Gas Corporation and RimRock Oil & Gas Williston Resources, Inc. and was effective September 1, 2017. The cash purchase price pursuant to the Agreement was $500 million, subject to closing adjustments.

A copy of the Agreement is filed as Exhibit 2.1 to this Current Report on Form 8-K. The foregoing description of the Agreement and the transactions contemplated therein are qualified in their entirety by reference to such exhibit. There are representations and warranties contained in the Agreement, which were made by the parties to each other as of specific dates. The assertions embodied in these representations and warranties were made solely for purposes of the Agreement and may be subject to important qualifications and limitations agreed to by the parties in connection with negotiating their terms. Moreover, certain representations and warranties may not be accurate or complete as of any specified date because they are subject to a contractual standard of materiality that is different from certain standards generally applicable to stockholders or were used for the purpose of allocating risk between the parties rather than establishing matters as facts. Based upon the foregoing reasons, investors should not rely on the representations and warranties as statements of factual information.