Northern Oil and Gas, Inc. (NYSE: NOG) (the “Company” or “NOG”) announced that it has exercised its option to acquire a 20% undivided stake in the Altamont Assets in partnership with SM for a purchase price, net to NOG, of $17.5 million in cash, subject to customary closing adjustments.

The Acquired Assets are located primarily in Uintah and Duchesne Counties, Utah and include approximately 6,500 net acres. NOG’s initial estimates are for approximately 18 net undeveloped locations on the properties and ~250 Boe per day of expected production. Altamont was previously under contract with XCL Resources and was offered to NOG and SM under a right of first refusal in connection with the XCL asset acquisition.

Upon closing and transition of services, the operator of substantially all of the assets will be SM, with NOG participating in development pursuant to cooperation and joint development agreements entered into in connection with the XCL asset acquisition.

NOG expects to close the transaction simultaneously with the closing of the XCL asset acquisition in early Q4 2024. The obligations of the parties to complete the transactions contemplated by the acquisition agreement are subject to the satisfaction or waiver of customary closing conditions.

MANAGEMENT COMMENTS

We are excited to execute the option to purchase additional Uinta assets under our Area of Mutual Interest agreement with SM. The Altamont Assets increase our Uinta footprint substantially and are a testament to the benefits of the joint venture structures we have pursued in recent years,” commented Nick O’Grady, NOG’s Chief Executive Officer. “This transaction grows our estimated Uinta inventory by nearly 20% and given the 70% increase in acreage, provides significant future exploration potential for a minimal cash outlay.”

ADVISORS

RBC Capital Markets served as financial advisor to NOG for the XCL and Altamont acquisitions.

Kirkland & Ellis LLP is serving as legal counsel to NOG.