---
schema_version: "secwatch.filing_event.v1"
accession: "0001193125-23-168976"
form_type: "8-K"
ticker: "NOG"
cik: "0001104485"
company_name: "NORTHERN OIL & GAS, INC."
filed_at: "2023-06-16T23:59:59+00:00"
generated_at: "2026-06-13T22:18:52.722506+00:00"
event_type: "m_and_a"
sentiment: "positive"
materiality_score: 0.9
calibrated_materiality_score: 0.9
confidence: "high"
source: SEC EDGAR
---

# NOG to acquire 33.33% stake in Novo Permian assets for $500M cash

## Summary
- Purchase price of ~$500M cash; net working interest ~29% with 77% average NRI.
- Acquired assets: ~5,600 net acres, ~13,000 Boe/d production (54% oil) in Eddy County, NM and Culberson County, TX.
- Expected next-twelve-months cash flow >$180M and capex ~$65M; transaction multiple <2.8x.
- Hedges placed through 2026 on significant portion of production; closing expected August 2023 with effective date May 1, 2023.
- Largest transaction in NOG's history; operator will be Earthstone Energy; sub-$45/bbl breakeven Tier 1 inventory.

## SEC filing metadata
- accession: 0001193125-23-168976
- form_type: 8-K
- ticker: NOG
- cik: 0001104485
- company_name: NORTHERN OIL & GAS, INC.
- filed_at: 2023-06-16T23:59:59+00:00
- event_type: m_and_a
- sentiment: positive
- materiality_score: 0.9
- calibrated_materiality_score: 0.9
- confidence: high
- sec_items: 1.01, 7.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1104485/000119312523168976/0001193125-23-168976-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1104485/000119312523168976/d515502d8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001193125-23-168976
- JSON: https://secwatch.observer/filing/0001193125-23-168976.json
- Plain text: https://secwatch.observer/filing/0001193125-23-168976.txt

## Key facts
- Material Agreements
  NORTHERN OIL & GAS, INC. entered into Acquisition and Cooperation Agreement with Earthstone Energy Holdings, LLC valued at approximately $500.0 million (effective 2023-06-14).
  - Action: entry
  - Agreement: equity purchase
  - Counterparty: Earthstone Energy Holdings, LLC
  - Value: approximately $500.0 million
  - Effective: 2023-06-14
  source text: On June 14, 2023, Northern Oil and Gas, Inc. (“NOG”) entered into an Acquisition and Cooperation Agreement (the “Cooperation Agreement”) with an unaffiliated third party, Earthstone Energy Holdings, LLC (“Purchaser”), in connection with Purchaser’s entry into a Securities Purchase Agreement (the “Purchase Agreement”) with Novo Oil & Gas Legacy Holdings, LLC, Novo Intermediate, LLC and Novo Oil & Gas Holdings, LLC (“Novo”), pursuant to which Purchaser will acquire 100% of the issued and outstanding equity interests of Novo (the “Purchaser Acquisition”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/1104485/000119312523168976/0001193125-23-168976-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.