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NOG Announces Second Quarter 2025 Results and Updates 2025 Guidance

SECOND QUARTER HIGHLIGHTS

• Total quarterly production of 134,094 Boe per day (57% oil), up 9% from the second quarter of 2024
• Oil volumes of 76,944 Bbl per day, up 10.5% from the second quarter of 2024
• Record Appalachian volumes of 123.5 MMcf per day
• Uinta volumes up over 18.5% sequentially, marking the second consecutive quarter of double digit growth
• GAAP net income of $99.6 million, Adjusted Net Income of $136.3 million and record Adjusted EBITDA of $440.4 million. See 鈥淣on-GAAP Financial Measures鈥� below
• Cash flow from operations of $362.1 million. Excluding changes in net working capital, cash flow from operations was $387.0 million, an increase of 3% from the second quarter of 2024
• Generated $126.2 million of Free Cash Flow. See 鈥淣on-GAAP Financial Measures鈥� below
• Capital expenditures of $210.0 million, excluding non-budgeted acquisitions and other items, down 12% from the second quarter of 2024
• Completed twenty-two ground game transactions adding approximately 2,600 net acres and 4.8 net wells for $31.2 million, inclusive of associated development costs
• In April 2025, closed on previously announced Upton County, Texas acquisition adding 2,275 net acres for total cash consideration of $61.7 million, net of closing adjustments.
• Raised $211.2 million in a re-opening of 2029 Convertible Notes and repurchased over 1.1 million shares of common stock at an average price of $31.15 per share in conjunction with the offering
• Expect to receive a $48.6 million legal settlement, net of legal expenses
• Updates guidance on operating costs, production levels and capital expenditures

MINNEAPOLIS--(BUSINESS WIRE)-- Northern Oil and Gas, Inc. (NYSE: NOG) (鈥淣OG鈥� or 鈥淐ompany鈥�) today announced the Company鈥檚 second quarter results.

MANAGEMENT COMMENTS

鈥淣OG鈥檚 diverse and scaled platform delivered solid results, with strong free cash flow generation and continued growth from our Appalachian and Uinta Basin properties. The Ground Game continues to gain momentum, providing accretive opportunities that should benefit the Company through cycle, featuring both near term development and longer dated inventory rich opportunities. With a focus on creating shareholder value for the long-term, we anticipate incremental growth being focused on the strong backlog of inorganic opportunities available to us in the marketplace today,鈥� commented Nick O鈥橤rady, NOG鈥檚 Chief Executive Officer.

SECOND QUARTER FINANCIAL RESULTS

Oil and natural gas sales for the second quarter were $574.4 million. Second quarter GAAP net income was $99.6 million or $1.00 per diluted share. Second quarter Adjusted Net Income was $136.3 million or $1.37 per adjusted diluted share. Adjusted EBITDA in the second quarter was $440.4 million, a 7% increase from the second quarter of 2024. See 鈥淣on-GAAP Financial Measures鈥� below.

PRODUCTION

Second quarter production was 134,094 Boe per day, inline with the first quarter of 2025 and a 9% increase from the prior year. Oil represented 57% of total production in the second quarter with 76,944 Bbls per day, down 2% from the first quarter of 2025 and an increase of 10.5% from the second quarter of 2024. NOG had 20.8 net wells added to production during the second quarter, compared to 27.3 net wells added to production in the first quarter of 2025. Despite modest commodity price related shut ins, the Company saw strong well performance across multiple basins. Uinta volumes were again exceptional, growing over 18.5% sequentially, and Appalachian volumes set a new record for the second straight quarter during a period of strong natural gas pricing.

PRICING

During the second quarter, NOG鈥檚 unhedged net realized oil price was $58.37. The Company鈥檚 average differential to WTI prices was $5.31, an 8% improvement from the first quarter of 2025, driven primarily by lower differentials in the Uinta Basin. NOG鈥檚 unhedged net realized gas price in the second quarter was $2.89 per Mcf, representing a 82% realization compared with Henry Hub pricing. Natural gas realizations declined from the first quarter of 2025 primarily driven by continued widening in Waha pricing in the Permian.

OPERATING COSTS

Lease operating costs were $121.4 million in the second quarter of 2025, or $9.95 per Boe, 6% higher on a per unit basis compared to the first quarter of 2025. LOE costs increased primarily due to higher processing and salt water disposal costs. Production taxes were $35.6 million in the second quarter of 2025, compared to $36.1 million in the first quarter of 2025, a decrease primarily due to lower realized oil prices. Second quarter general and administrative (鈥淕&A鈥�) costs totaled $15.6 million or $1.28 per Boe, as compared to $1.19 per Boe in the first quarter of 2025. NOG鈥檚 adjusted cash G&A costs, which excludes non-cash share-based compensation and acquisition cost amounts of $3.7 million and $1.0 million, respectively, totaled $10.9 million or $0.89 per Boe in the second quarter, up $0.02 per Boe compared to the first quarter of 2025.

CAPITAL EXPENDITURES AND ACQUISITIONS

Capital expenditures for the second quarter were $210.0 million (excluding non-budgeted acquisitions and other). This was comprised of $178.8 million of total drilling and completion (鈥淒&C鈥�) capital on organic assets, and $31.2 million of Ground Game activity inclusive of associated development costs. Notably, capital expenditures were down 16.0% quarter over quarter and 11.5% year over year while production volumes remained robust. D&C spending was largely as expected during the quarter, with significant spud activity and steady AFE activity. Normalized well costs on the Company鈥檚 D&C list declined sequentially, now averaging approximately $800 per lateral foot. NOG鈥檚 Permian Basin spending was 34% of the capital expenditures for the second quarter, the Williston was 25%, the Uinta was 15% and the Appalachian was 26%. On the Ground Game acquisition front, NOG closed on twenty two transactions across the Company鈥檚 four operating areas and featuring various structures totaling over 2,600 net acres and separately 4.8 net current and future development wells.

On April 1, 2025, NOG closed on its previously announced Upton County, Texas acquisition from a private operator. The assets add 2,275 net acres and were acquired for total cash consideration of $61.7 million, net of closing adjustments.

LIQUIDITY AND CAPITAL RESOURCES

NOG had total liquidity in excess of $1.1 billion as of June 30, 2025, consisting of $1.1 billion of committed borrowing availability under its Revolving Credit Facility and $25.9 million cash on hand.

OTHER MATTERS

NOG accounts for its assets under the Full Cost method, as opposed to the Successful Efforts method, which does not perform historical price-based asset tests. Driven by lower average oil prices, the Company recorded a non-cash impairment charge of $115.6 million in the second quarter of 2025 under the 鈥渃eiling test鈥� of its full cost pool of oil and gas assets. This non-cash charge will have no impact on cash flows of the Company.

In June 2025, the Company entered into a settlement and mutual release agreement (the 鈥淪ettlement Agreement鈥�) with an operator in North Dakota (the 鈥淥perator鈥�). Pursuant to the Settlement Agreement, the Operator and the Company have settled and permanently released certain claims of the Company relating to certain post-production costs previously deducted from revenues. Pursuant to the settlement, the Company will receive approximately $81.7 million, recorded within Oil and Gas Sales in the accompanying condensed statements of operations. The Company expects to receive a net cash settlement of $48.6 million after deducting approximately $33.1 million in legal settlement expenses. The cash proceeds are expected to be received in the third quarter of 2025.

SHAREHOLDER RETURNS

In the second quarter of 2025, the Company repurchased 1.1 million shares of common stock at an average price of $31.15 per share in connection with the re-opening of the Company鈥檚 2029 Convertible Notes.

In the second quarter of 2025, the Company paid a cash dividend of $0.45 per share to NOG鈥檚 stockholders of record as of March 28, 2025. This represented an increase of 7% over the dividend per share paid in the previous quarter.

In July 2025, the Company paid a cash dividend of $0.45 per share to NOG鈥檚 stockholders of record as of June 27, 2025.

2025 ANNUAL GUIDANCE

Given the recent volatility in commodity markets, the reduction of activity in the Williston Basin and a reduction in discretionary spending, the Company is reducing overall capital spending for 2025 by $125 - $150 million from the prior range. In accordance with the reduced capital spending, oil volume guidance is reduced, at the midpoint, to the low end of the prior range of guidance. Additionally, total production guidance was reduced by approximately 1,000 Boe per day at the midpoint. NOG continues to be highly flexible with its capital spending, and should commodity prices and thus, returns, increase, the Company could accelerate capital spending to prior levels if warranted.

NOG currently expects total capital spending in the range of $925 - $1,050 million for 2025, with approximately 57% of its 2025 budget to be spent on the Permian, 17% on the Williston, 16% on the Appalachian and 11% on the Uinta Basin. In addition to revisions to capital spending and oil volumes, the Company has made modest additional guidance changes to production expenses, NYMEX WTI differentials and production taxes, which are detailed in the table below.

SECOND QUARTER 2025 EARNINGS RELEASE CONFERENCE CALL

In conjunction with NOG鈥檚 release of its financial and operating results, investors, analysts and other interested parties are invited to listen to a conference call with management on Friday, August 1, 2025 at 8:00 a.m. Central Time.

Those wishing to listen to the conference call may do so via webcast or phone as follows:

ABOUT NOG

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 .

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, as amended, and the Securities Exchange Act of 1934, as amended. All statements other than statements of historical facts included in this release regarding NOG鈥檚 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 鈥渆stimate,鈥� 鈥減roject,鈥� 鈥減redict,鈥� 鈥渂elieve,鈥� 鈥渆xpect,鈥� 鈥渃ontinue,鈥� 鈥渁nticipate,鈥� 鈥渢arget,鈥� 鈥渃ould,鈥� 鈥減lan,鈥� 鈥渋ntend,鈥� 鈥渟eek,鈥� 鈥済oal,鈥� 鈥渨ill,鈥� 鈥渟hould,鈥� 鈥渕ay鈥� 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鈥檚 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鈥檚 current properties and properties pending acquisition; infrastructure constraints and related factors affecting NOG鈥檚 properties; general economic or industry conditions, whether internationally, nationally and/or in the communities in which NOG conducts business, including any future economic downturn, supply chain disruptions, the impact of continued or further inflation, disruption in the financial markets, changes in the interest rate environment and actions taken by OPEC and other oil producing countries as it pertains to the global supply and demand of, and prices for, crude oil, natural gas and NGLs; ongoing legal disputes over, and potential shutdown of, the Dakota Access Pipeline; NOG鈥檚 ability to identify and consummate additional development opportunities and potential or pending acquisition transactions, the projected capital efficiency savings and other operating efficiencies and synergies resulting from NOG鈥檚 acquisition transactions, integration and benefits of property acquisitions, or the effects of such acquisitions on NOG鈥檚 cash position and levels of indebtedness; changes in NOG鈥檚 reserves estimates or the value thereof; disruption to NOG鈥檚 business due to acquisitions and other significant transactions; changes in local, state, and federal laws, regulations or policies that may affect NOG鈥檚 business or NOG鈥檚 industry (such as the effects of tax law changes, and changes in environmental, health, and safety regulation and regulations addressing climate change, and trade policy and tariffs); conditions of the securities markets; risks associated with NOG鈥檚 3.625% convertible senior notes due 2029 (the 鈥淐onvertible Notes鈥�), including the potential impact that the Convertible Notes may have on NOG鈥檚 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鈥檚 ability to raise or access capital on acceptable terms; cyber-incidents could have a material adverse effect on NOG鈥檚 business, financial condition or results of operations; changes in accounting principles, policies or guidelines; events beyond NOG鈥檚 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鈥檚 operations, products and prices. Additional information concerning potential factors that could affect future results is included in the section entitled 鈥淚tem 1A. Risk Factors鈥� and other sections of NOG鈥檚 most recent Annual Report on Form 10-K for the year ended December 31, 2024, 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鈥檚 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鈥檚 control. Accordingly, results actually achieved may differ materially from expected results described in these statements. NOG does not undertake any duty to update or revise any forward-looking statements, except as may be required by the federal securities laws.

Non-GAAP Financial Measures

Adjusted Net Income, Adjusted EBITDA and Free Cash Flow are non-GAAP measures. NOG defines Adjusted Net Income as income before income taxes, excluding (i) (gain) loss on unsettled commodity derivatives, net of tax, (ii) (gain) loss on extinguishment of debt, net of tax, (iii) contingent consideration (gain) loss, net of tax, (iv) acquisition transaction costs, net of tax, (v) (gain) loss on unsettled interest rate derivatives, net of tax, and (vi) impairment of long-lived assets, net of tax. NOG defines Adjusted EBITDA as net income before (i) interest expense, (ii) income taxes, (iii) depreciation, depletion, amortization and accretion, (iv) non-cash stock-based compensation expense, (v) (gain) loss on extinguishment of debt, (vi) contingent consideration (gain) loss (vii) acquisition transaction costs, (viii) (gain) loss on unsettled interest rate derivatives, (ix) (gain) loss on unsettled commodity derivatives, (x) impairment of long-lived assets, and (xi) 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 changes in accrued capital expenditures and other items. 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. Management believes Adjusted Net Income and Adjusted EBITDA provide useful information to both management and investors by excluding certain expenses and unrealized commodity gains and losses that management believes are not indicative of NOG鈥檚 core operating results. Management believes that Free Cash Flow is useful to investors as a measure of a company鈥檚 ability to internally fund its budgeted capital expenditures, to service or incur additional debt, and to measure success in creating stockholder value. In addition, these non-GAAP financial measures are used by management for budgeting and forecasting as well as subsequently measuring NOG鈥檚 performance, and management believes it is providing investors with financial measures that most closely align to its internal measurement processes. The non-GAAP financial measures included herein may be defined differently than similar measures used by other companies and should not be considered an alternative to, or more meaningful than, the comparable GAAP measures. From time to time NOG provides forward-looking Free Cash Flow estimates or targets; however, NOG is unable to provide a quantitative reconciliation of the forward looking non-GAAP measure to its most directly comparable forward looking GAAP measure because management cannot reliably quantify certain of the necessary components of such forward looking GAAP measure. The reconciling items in future periods could be significant.

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View source version on businesswire.com:

Evelyn Infurna

Vice President of Investor Relations

952-476-9800

[email protected]

Source: Northern Oil and Gas, Inc.