JWCA advises Northern Oil and Gas on its inaugural upsized $500 million convertible and capped call

October 2022 | read press release

Transaction Background

Northern Oil and Gas, Inc (“Northern Oil” or the “Company”) successfully raised $500mm in the convertible market at attractive terms

Northern Oil and Gas’ objectives:

  • Raise capital for the funding of its recently announced acquisitions of non-operated properties in the Delaware Basin, the purchase of a capped call, repurchasing shares, and other general corporate purposes

  • Take advantage of recent stock price performance

Northern Oil engaged J. Wood Capital Advisors to assist in the structuring, negotiation, documentation and execution of the transaction

JWCA provided extensive analysis on deal structuring and related items, including:

  • Convertible and derivative overlay structuring

  • Share repurchase and dividend analysis

  • Convertible and capped call documentation to ensure maximum value and future efficiency/flexibility for the company

  • Shareholder messaging

  • Syndicate structure and precedent data

JWCA designed and ran a capped call auction process to achieve competitive terms

JWCA provided advice, support and analysis throughout the execution process

Thank you, J. Wood Capital Advisors LLC for incredible work on the transaction. We would recommend your services to anyone considering a convertible transaction.
— Nick O’Grady, CEO

Results

Northern Oil and Gas’ convertible issuance was very well-received by investors

  • The convertible was upsized due to strong long-only investor demand

  • The transaction was multiple times oversubscribed

  • JWCA supported the management team on the entire day of the offering providing execution advice and ensuring a high-quality execution

  • Company was able to repurchase $30mm of stock concurrently with the transaction at no premium to the closing price

Capped call documentation and auction process produced meaningful savings for Northern Oil, while maximizing flexibility for the Company