NOG Announces Fourth Quarter and Full Year 2024 Results; Provides Detailed 2025 Guidance

FOURTH QUARTER HIGHLIGHTS

• Production of 131,777 Boe per day (59.9% oil), a 15% increase from the fourth quarter of the prior year
• GAAP cash flow from operations of $290.3 million. Excluding changes in net working capital, cash flow from operations was $358.9 million
• Capital expenditures of $258.9 million, excluding previously-announced non-budgeted acquisitions and other items
• Free Cash Flow (non-GAAP) was $96.4 million in the fourth quarter. See "Non-GAAP Financial Measures" below
• Closed previously announced acquisition of Uinta Basin assets from XCL Resources, LLC ("XCL") on October 1, 2024 for $511.3 million in cash
• Declared $0.45 per share common dividend for the first quarter of 2025, an increase of 12.5% from the first quarter of 2024
• Repurchased 693,658 shares of common stock at an average price of $36.28 per share

SUBSEQUENT EVENTS

• In February 2025, signed definitive agreement to acquire 2,275 net acres in Upton County, TX in Midland Basin joint development with a private operating partner for an unadjusted purchase price of $40 million.

Northern Oil and Gas, Inc. (NYSE:NOG) ("NOG") today announced the company's fourth quarter and full year 2024 results and provided 2025 guidance.

MANAGEMENT COMMENTS

"NOG continues to raise the bar, delivering another year of cash flow, production and reserve growth, strategic investments in high-value assets, and the deliberate expansion of our internal infrastructure—all reinforcing our long-term ability to create shareholder value," commented Nick O'Grady, NOG's Chief Executive Officer.

Mr. O'Grady continued, "Building on the strong foundation laid in 2024, we have meticulously crafted a 2025 capital plan designed to drive growth in 2025, 2026 and beyond. We expect to execute a record number of SPUDs, building momentum throughout the year. Our diversified model positions NOG with substantial external opportunities to create additional value, further solidifying our commitment to delivering both top-tier relative and absolute returns."

FINANCIAL RESULTS

Oil and natural gas sales for the fourth quarter were $545.5 million, as compared to $543.4 million for the prior year period. Fourth quarter GAAP net income was $71.7 million or $0.71 per diluted share. Fourth quarter Adjusted Net Income was $111.8 million or $1.11 per adjusted diluted share. Adjusted EBITDA in the fourth quarter was $406.6 million.

Oil and natural gas sales for full year 2024 were $2.2 billion. Full year 2024 GAAP net income was $520.3 million or $5.14 per diluted share. Full year 2024 Adjusted Net Income was $531.2 million or $5.26 per adjusted diluted share. Full year 2024 Adjusted EBITDA was $1.6 billion, an increase of 13% over the prior year. (See "Non-GAAP Financial Measures" below.)

PRODUCTION

Fourth quarter production was 131,777 Boe per day, a 15% increase from the prior year period. Oil production was a record 78,939 Bbl per day, an 11% sequential increase over the third quarter, and represented 59.9% of production in the fourth quarter. NOG had 25.8 net wells turned in line during the fourth quarter, compared to 9.5 net wells turned in line in the third quarter of 2024. NOG's fourth quarter benefited from a full contribution of the Point acquisition as well as the contribution from the XCL acquisition and an increase in turn-in-line activity, offset by shut-ins and disruptions from forest fires, curtailments and numerous deferrals on completed wells from price-sensitive private operators in the Williston Basin, as well as material downtime from third-party crude takeaway in the Uinta Basin. Full year 2024 production was 124,108 Boe per day, a 26% increase from the prior year.

PRICING

During the fourth quarter, NYMEX West Texas Intermediate ("WTI") crude oil averaged $70.32 per Bbl, and NYMEX natural gas at Henry Hub averaged $2.98 per Mcf. NOG's unhedged net realized oil price in the fourth quarter was $65.40 per Bbl, representing a $3.86 differential to WTI prices (as adjusted). NOG's fourth quarter unhedged net realized gas price was $2.42 per Mcf, representing approximately 81% realizations compared with Henry Hub pricing. In the fourth quarter, overall oil differentials were largely in-line with prior periods, with the higher average takeaway costs in the Uinta Basin increasing NOG's corporate average modestly. Natural gas realizations benefited from a slight quarter-over-quarter improvement in pricing and a seasonal uplift in NGL prices due to winter demand. The Company also benefited from seasonally stronger natural gas differentials in Appalachia.

For full year 2024, NOG's realized oil price differential was $3.88 per Bbl (as adjusted). NOG's full year unhedged net realized gas price was $2.24 per Mcf, representing approximately 93% realizations compared with Henry Hub pricing.

OPERATING COSTS

Lease operating costs were $116.6 million in the fourth quarter of 2024, or $9.62 per Boe, a 1% increase on a per unit basis compared to the third quarter. The increase in unit costs was primarily driven by fixed cost absorption from the wildfires and deferrals in the Williston which was partially offset by lower operating costs from our Uinta Basin properties.

Fourth quarter general and administrative ("G&A") costs totaled $15.5 million, which includes non-cash stock-based compensation. Cash G&A costs totaled $12.0 million or $0.99 per Boe in the fourth quarter. Excluding approximately $0.8 million of transaction costs, remaining cash G&A was $11.2 million, or $0.93 per Boe.

CAPITAL EXPENDITURES

Capital spending for the fourth quarter, excluding non-budgeted acquisitions and other items, was $258.9 million. This was comprised of $197.3 million of organic drilling and completion ("D&C") capital and $61.6 million of total acquisition spending, inclusive of ground game D&C spending. NOG had 25.8 net wells turned in line in the fourth quarter. Wells in process totaled 50.4 net wells as of December 31, 2024. Total 2024 capital expenditures, excluding non-budgeted acquisitions were $990.1 million, above expectations driven by significant ground game opportunities executed and continued elevated workover activity.

LIQUIDITY, CAPITAL RESOURCES AND RECENT ACQUISITIONS

As of December 31, 2024, NOG had $8.9 million in cash and $690.0 million of borrowings outstanding on its revolving credit facility. NOG had total liquidity of $818.9 million as of December 31, 2024, consisting of cash and committed borrowing availability under the revolving credit facility.

On October 2, 2024, NOG announced the closing of its acquisition of Uinta Basin assets from XCL Resources, LLC ("XCL") The closing included the assets previously owned by Altamont Energy, LLC ("Altamont"). These transactions provide NOG with over a decade of Tier 1 inventory across ~15,800 net acres in the Uinta Basin with ~116 net underwritten undeveloped locations and additional exploration upside potential. At closing, NOG paid $511.3 million in cash. The closing settlement included the purchase of the Altamont assets. NOG jointly acquired the assets with SM Energy, Inc. ("SM"), which will become the operator of substantially all the assets. In connection with the transaction, NOG and SM entered into cooperation and long-term joint development agreements.

On February 11, 2025, NOG entered into a definitive agreement to acquire assets in Upton County, TX with one of NOG's existing private operating partners for an unadjusted purchase price of $40 million in cash, subject to customary closing adjustments. These assets include approximately 2,275 net acres in the Midland Basin. NOG has entered into a joint development agreement on the properties. The Company expects to close the transaction within 60 days. The obligations of the parties to complete the transactions contemplated by the purchase agreement are subject to the satisfaction or waiver of customary closing conditions. The associated 2025 development costs post-closing for these assets have been included in NOG's initial capital expenditure guidance.

SHAREHOLDER RETURNS

In November 2024, NOG's Board of Directors declared a regular quarterly cash dividend for NOG's common stock of $0.42 per share for stockholders of record as of December 30, 2024, which was paid on January 31, 2025. In January 2025, NOG's Board of Directors declared a regular quarterly cash dividend for NOG's common stock of $0.45 per share for stockholders of record as of March 28, 2025, which will be paid on April 30, 2025.

In the fourth quarter of 2024, NOG repurchased 693,658 shares of its common stock in the fourth quarter at a weighted average price of $36.28 per share, inclusive of commissions. In 2024, the Company repurchased a total of 2,535,391 shares at a weighted average price of $37.27, inclusive of commissions. In total, the Company delivered nearly $260 million in shareholder returns to investors for 2024 comprised of share repurchases and dividends.

2025 ANNUAL GUIDANCE

NOG anticipates approximately 130,000 - 135,000 Boe per day of production in 2025. NOG currently expects total capital spending in the range of $1,050 - $1,200 million for 2025, with approximately 66% of its 2025 budget to be spent on the Permian, 20% on the Williston, 7% on the Appalachian and 7% on the Uinta.

PROVED RESERVES AS OF DECEMBER 31, 2024

Total proved reserves at December 31, 2024, increased 11% from year-end 2023 to 378.5 million barrels of oil equivalent (73% proved developed) with an associated pre-tax PV-10 value of $5.1 billion (80% proved developed) at SEC Pricing. The reserves are calculated under SEC guidelines relating to both commodity price assumptions and a maximum five year drill schedule. See "Non-GAAP Financial Measures" below regarding PV-10 value.

_____ ___________

FOURTH QUARTER 2024 RESULTS

The following table sets forth selected operating and financial data for the periods indicated.

FULL YEAR 2024 RESULTS

The following table sets forth selected operating and financial data for the periods indicated.

HEDGING

NOG hedges portions of its expected production volumes to increase the predictability of its cash flow and to help maintain a strong financial position. The following table summarizes NOG's open crude oil commodity derivative swap contracts scheduled to settle after December 31, 2024.

_____________

The following table summarizes NOG's open natural gas commodity derivative swap contracts scheduled to settle after December 31, 2024.

_____________

The following table summarizes NOG's open NGL commodity derivative swap contracts scheduled to settle after December 31, 2024.

The following table presents NOG's settlements on commodity derivative instruments and unsettled gains and losses on open commodity derivative instruments for the periods presented, which is included in the revenue section of NOG's statement of operations:

CAPITAL EXPENDITURES & DRILLING ACTIVITY

Capitalized costs reflect ongoing development activities and are primarily influenced by the number of net wells-in-process additions and net well turn-in-lines during the reporting period. Additionally, capital can be incurred via workover activity for enhancement of existing producing wells.

FOURTH QUARTER 2024 EARNINGS RELEASE CONFERENCE CALL

In conjunction with NOG's release of its financial and operating results, investors, analysts and other interested parties are invited to listen to a conference call with management on Thursday, February 20, 2025 at 8:00 a.m. Central Time.

Those wishing to listen to the conference call may do so via the company's website, www.noginc.com, or by phone as follows:

Webcast: https://events.q4inc.com/attendee/150317474

Dial-In Number: (800) 715-9871 (US/Canada) and (646) 307-1963 (International)

Conference ID: 4503139 - Fourth Quarter and Year-End 2024 Earnings Conference Call

Replay Dial-In Number: (800) 770-2030 (US/Canada) and (647) 362-9199 (International)

Replay Access Code: 4503139 - Replay will be available through March 8, 2024

ABOUT NORTHERN OIL AND GAS

NOG is a real asset company with a primary strategy of acquiring and investing in non-operated minority working and mineral interests in the premier hydrocarbon producing basins within the contiguous United States. More information about NOG can be found at www.noginc.com.

SAFE HARBOR

This press release contains forward-looking statements regarding future events and future results that are subject to the safe harbors created under the Securities Act of 1933 (the "Securities Act") and the Securities Exchange Act of 1934 (the "Exchange Act"). All statements other than statements of historical facts included in this release regarding NOG's financial position, operating and financial performance, business strategy, dividend plans and practices, plans and objectives of management for future operations, industry conditions, and indebtedness covenant compliance are forward-looking statements. When used in this release, forward-looking statements are generally accompanied by terms or phrases such as "estimate," "project," "predict," "believe," "expect," "continue," "anticipate," "target," "could," "plan," "intend," "seek," "goal," "will," "should," "may" or other words and similar expressions that convey the uncertainty of future events or outcomes. Items contemplating or making assumptions about actual or potential future production and sales, market size, collaborations, and trends or operating results also constitute such forward-looking statements.

Forward-looking statements involve inherent risks and uncertainties, and important factors (many of which are beyond NOG's control) that could cause actual results to differ materially from those set forth in the forward-looking statements, including the following: changes in crude oil and natural gas prices, the pace of drilling and completions activity on NOG's current properties and properties pending acquisition, infrastructure constraints and related factors affecting NOG's properties; cost inflation or supply chain disruptions, ongoing legal disputes over and potential shutdown of the Dakota Access Pipeline; NOG's ability to acquire additional development opportunities, potential or pending acquisition transactions, the projected capital efficiency savings and other operating efficiencies and synergies resulting from NOG's acquisition transactions, integration and benefits of property acquisitions, or the effects of such acquisitions on NOG's cash position and levels of indebtedness; changes in NOG's reserves estimates or the value thereof, disruption to NOG's business due to acquisitions and other significant transactions; general economic or industry conditions, nationally and/or in the communities in which NOG conducts business; changes in the interest rate environment, legislation or regulatory requirements; conditions of the securities markets; risks associated with NOG's Convertible Notes, including the potential impact that the Convertible Notes may have NOG's financial position and liquidity, potential dilution, and that provisions of the Convertible Notes could delay or prevent a beneficial takeover of NOG; the potential impact of the capped call transaction undertaken in tandem with the Convertible Notes issuance, including counterparty risk; increasing attention to environmental, social and governance matters; NOG's ability to consummate any pending acquisition transactions; other risks and uncertainties related to the closing of pending acquisition transactions; NOG's ability to raise or access capital; cyber-incidents could have a material adverse effect NOG's business, financial condition or results of operations; changes in accounting principles, policies or guidelines; events beyond NOG's control, including a global or domestic health crisis, acts of terrorism, political or economic instability or armed conflict in oil and gas producing regions; and other economic, competitive, governmental, regulatory and technical factors affecting NOG's operations, products and prices. Additional information concerning potential factors that could affect future results is included in the section entitled "Item 1A. Risk Factors" and other sections of NOG's more recent Annual Report on Form 10-K and Quarterly Report on Form 10-Q, as updated from time to time in amendments and subsequent reports filed with the SEC, which describe factors that could cause NOG's actual results to differ from those set forth in the forward-looking statements.

NOG has based these forward-looking statements on its current expectations and assumptions about future events. While management considers these expectations and assumptions to be reasonable, they are inherently subject to significant business, economic, competitive, regulatory and other risks, contingencies and uncertainties, most of which are difficult to predict and many of which are beyond NOG's control. NOG does not undertake any duty to update or revise any forward-looking statements, except as may be required by the federal securities laws.

NORTHERN OIL AND GAS, INC.

STATEMENTS OF OPERATIONS

NORTHERN OIL AND GAS, INC.

BALANCE SHEETS

Non-GAAP Financial Measures

Adjusted Net Income, Adjusted EBITDA and Free Cash Flow are non-GAAP measures. Net income (loss) is the most directly comparable GAAP measure for both Adjusted Net Income and Adjusted EBITDA. Cash flows from operations is the most directly comparable GAAP measure for Free Cash Flow. NOG defines Adjusted Net Income (Loss) as net income (loss) excluding (i) (gain) loss on unsettled commodity derivatives, net of tax, (ii) (gain) loss on the extinguishment of debt, net of tax, (iii) (gain) loss on unsettled interest rate derivatives, net of tax, (iv) contingent consideration (gain) loss, net of tax, and (v) acquisition transaction costs, net of tax. NOG defines Adjusted EBITDA as net income (loss) before (i) interest expense, (ii) income taxes, (iii) depreciation, depletion, amortization, and accretion, (iv) non-cash stock based compensation expense, (v) (gain) loss on the extinguishment of debt, (vi) contingent consideration (gain) loss, (vii) acquisition transaction expense, (viii) (gain) loss on unsettled interest rate derivatives, (ix) (gain) loss on unsettled commodity derivatives, and (x) other non-cash adjustments. NOG defines Free Cash Flow as cash flows from operations before changes in working capital and other items, less (i) capital expenditures, excluding non-budgeted acquisitions and (ii) preferred stock dividends. A reconciliation of each of these measures to the most directly comparable GAAP measure is included below.

A reconciliation of each of these measures to the most directly comparable GAAP measure is included below. Management believes the use of these non-GAAP financial measures provides useful information to investors to gain an overall understanding of current financial performance. Specifically, management believes the non-GAAP financial measures included herein provide useful information to both management and investors by excluding certain items that management believes are not indicative of NOG's core operating results. In addition, these non-GAAP financial measures are used by management for budgeting and forecasting as well as subsequently measuring NOG's performance, and management believes it is providing investors with financial measures that most closely align to its internal measurement processes.

Pre-tax PV10%, or PV-10, may be considered a non-GAAP financial measure as defined by the SEC and is derived from the standardized measure of discounted future net cash flows, which is the most directly comparable GAAP measure for proved reserves calculated using SEC pricing. PV-10 is a computation of the Standardized Measure of discounted future net cash flows on a pre-tax basis. PV-10 is equal to the Standardized Measure of discounted future net cash flows at the applicable date, before deducting future income taxes, discounted at 10 percent. Management believes that the presentation of PV-10 is relevant and useful to investors because it presents the discounted future net cash flows attributable to NOG's estimated net proved reserves prior to taking into account future corporate income taxes, and it is a useful measure for evaluating the relative monetary significance of NOG's oil and natural gas properties. Further, investors may utilize the measure as a basis for comparison of the relative size and value of NOG's reserves to other companies. Management uses this measure when assessing the potential return on investment related to NOG's oil and natural gas properties. PV-10, however, is not a substitute for the Standardized Measure of discounted future net cash flows. A reconciliation of PV-10 to the Standardized Measure is included below.

Reconciliation of Adjusted Net Income

_______________

Reconciliation of Adjusted EBITDA

Reconciliation of Free Cash Flow

_______________

⁽¹⁾ Capital expenditures are calculated as follows:

Reconciliation of PV-10

The following table reconciles the pre-tax PV10% value of our SEC Pricing Proved Reserves as of December 31, 2024 to the Standardized Measure of discounted future net cash flows.

_______________

View source version on businesswire.com: https://www.businesswire.com/news/home/20250219644681/en/

Evelyn Infurna

Vice President of Investor Relations

952-476-9800

[email protected]