NYSEEnergyOil & Gas Exploration & ProductionS&P SmallCap 600
$22.84
+0.70 (+3.16%)
Close of Nov 06, 2026 · end-of-day data
NOG 8-K filings in 2025
Every material Form 8-K Northern Oil and Gas filed with the SEC in 2025, read and summarized by AI: what happened, the key figures, whether it reads positive or negative for shareholders, and how big a deal it is (impact 1-5). Newest first; each brief links to its own page and to the filing on SEC.gov.
Northern Oil and Gas agreed on December 5, 2025, with Infinity Natural Resources to jointly buy Ohio Utica upstream and midstream assets from Antero for $1.2 billion in cash, of which NOG's 49% share is $588 million. The deal adds about 35,000 net acres and midstream infrastructure, and NOG expects roughly 65 MMcfe per day of 2026 production net to its interest, with closing expected by the end of the first quarter of 2026.
Purchase agreements dated December 5, 2025; NOG's share is $392 million for upstream assets and $196 million for midstream assets.
Infinity Natural Resources holds the remaining 51% and will operate substantially all of the assets.
Estimated 2026 production net to NOG of about 65 MMcfe per day; about $100 million of 2026 cash flow from operations net to NOG.
NOG placed a $58.8 million deposit in escrow at signing; closing is expected by the end of the first quarter of 2026 and funded by operating cash flow, cash on hand and reserve-based lending borrowings.
Northern Oil and Gas entered a Fourth Amended and Restated Credit Agreement with Wells Fargo as administrative agent, replacing its prior revolving credit facility from June 7, 2022. The facility has an initial elected commitment of $1.6 billion, a borrowing base of $1.8 billion, and a November 5, 2030 maturity, and is secured by mortgages on at least 85% of the value of proven reserves. The filing describes this as a refinancing of existing borrowing capacity rather than a change in results, but the updated covenants and collateral terms apply to shareholders' company going forward.
Initial elected commitment of $1.6 billion; initial borrowing base of $1.8 billion, redetermined semiannually around April 1 and October 1
Matures November 5, 2030, replacing the facility entered into June 7, 2022
Interest at base rate or SOFR plus margins of 175 to 275 basis points for SOFR loans, depending on utilization
Financial covenants include a maximum net debt to EBITDAX ratio of 3.50 to 1.00 and a minimum current ratio of 1.00 to 1.00
Northern Oil and Gas reported third quarter 2025 results on November 6, 2025, showing a GAAP net loss of $129.1 million, or $1.33 per share, after a non-cash $318.7 million impairment charge. That compares with net income of $298.4 million a year earlier. Production rose 8% from the year-earlier quarter, oil and gas sales fell to $482.2 million from $513.5 million, and 2025 production guidance was raised.
GAAP net loss of $129.1 million ($1.33 per share) versus net income of $298.4 million in Q3 2024, driven by a non-cash $318.7 million impairment
Oil and gas sales of $482.2 million, down from $513.5 million; Adjusted EBITDA of $387.1 million, down 6% year over year
2025 annual production guidance raised to 132,500 to 134,000 Boe per day; capital expenditure guidance tightened to $950 million to $1,025 million
Revolving credit facility amended November 5, 2025, extending maturity to November 2030; $0.45 per share dividend declared in November 2025
Northern Oil and Gas issued preliminary third quarter 2025 results and raised its full-year 2025 production guidance to 132,500 to 134,000 Boepd, while narrowing its capital expenditure range to $950 million to $1,025 million. The company also expects a non-cash impairment charge of $310 million to $330 million in the third quarter because of lower recent average oil prices, and the figures are preliminary and unaudited.
Total production guidance raised to 132,500 to 134,000 Boepd from 130,000 to 133,000 Boepd; oil guidance raised to 75,000 to 76,500 Bopd
Full-year capital expenditure guidance tightened to $950 million to $1,025 million from $925 million to $1,050 million
Expected third quarter non-cash ceiling test impairment of $310 million to $330 million, with no impact on cash flows
Closed a $98.3 million cash acquisition of Uinta Basin royalty and mineral interests in August 2025
Northern Oil and Gas (NOG) issued $725 million of 7.875% senior notes due 2033 under an indenture dated October 1, 2025. The company said it used part of the proceeds to pay for $684.9 million of its 8.125% notes due 2028 tendered in a tender offer, which it made payment for on October 1, 2025.
Issued $725,000,000 aggregate principal of 7.875% Senior Notes due October 15, 2033, with interest payable each April 15 and October 15 starting April 15, 2026.
Accepted for payment $684,943,000 of 8.125% Senior Notes due 2028 in the tender offer, paid on October 1, 2025 using part of the new notes' proceeds.
Notes can be redeemed before October 15, 2028 at 107.875% of principal using equity offering proceeds, or at 100% plus a make-whole premium; change of control repurchase price is 101%.
Briefs are written by AI from the filing text (each brief's own page names the model) and can contain mistakes — open the filing before acting on anything. Impact (1-5) and tone are the model's reading of the filing for shareholders, not a price forecast. Not investment advice.
Only material 8-Ks get a brief: results, deals, executive changes, restructuring, impairments, delisting notices, restatements, cybersecurity incidents and other disclosed events. Routine filings (vote results, exhibits only) are skipped. Every Northern Oil and Gas filing is on SEC EDGAR ↗. 8-K briefs of other companies →