Northern Oil and Gas, Inc. (NYSE: NOG) (the Company or NOG) has announced the pricing of its upsized offering of US$435 million aggregate principal amount of 3.625% convertible senior notes due 2029 in a private offering to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended. The offering size was increased from the previously announced offering size of US$350 million. The issuance and sale of the notes are scheduled to settle on October 14, 2022, subject to customary closing conditions. The Company also granted the initial purchasers of the notes an option to purchase, for settlement within a period of 13 days from, and including, the date the notes are first issued, up to an additional US$65 million aggregate principal amount of notes.
Latham & Watkins LLP represents the initial purchasers in the transaction with a corporate deal team led by Austin partners David Miller and Michael Chambers, New York/Los Angeles partner Greg Rodgers and Los Angeles partner Arash Aminian Baghai, with Austin corporate associates Connor Adams, Cecilia Turchetti, and Cooper Shear. Along with partners Greg Rodgers and Arash Aminian Baghai, advice was provided on convertible debt matters by New York associate Ryan Gold and Los Angeles associate Andrew Bentz. Advice was provided on equity derivatives matters by New York partner Catherine Lee, with New York associate Jack Neff and London associate Yi Wei; on tax matters by Houston partner Jim Cole and New York partner Bora Bozkurt, with New York associate Ted Gkoo; and on environmental matters by Los Angeles/Houston counsel Josh Marnitz, with Washington, D.C. associate Jacqueline Yap.