Approximately $500 million of debt securities affected
New York, May 08, 2013 -- Moody's Investors Service assigned a Caa1 rating to Northern Oil and Gas,
Inc.'s (NOG) proposed $200 million senior unsecured
notes due 2020. The proceeds from the proposed notes offering will
be used to repay borrowings under NOG's secured revolving credit
facility, fund capital expenditures and for general corporate purposes.
NOG's other ratings are unchanged and the rating outlook is stable.
Rating assignments:
....$200 Million Senior Unsecured Notes
due in 2020, Rated Caa1 (LGD 5, 76%)
Moody's current ratings for Northern Oil and Gas, Inc. are:
....Corporate Family Rating of B3
....Probability of Default Rating of B3-PD
....$300 Million Senior Unsecured Notes
due 2020, Rated Caa1 (LGD 5, 76%)
....Speculative Grade Liquidity rating of
SGL-3
RATINGS RATIONALE
"The proposed bond issuance will improve Northern Oil and Gas'
liquidity profile as its capital needs continue to outpace operating cash
flow," commented Gretchen French, Moody's Vice
President. "While Northern's attractive acreage position
in the core Bakken and Three Forks plays should continue to support high
margin production growth, leverage relative to production is expected
to increase over the next 12-18 months as there remains a heavy
level of capital intensity associated with its asset base."
The Caa1 rating on the proposed notes reflects both the overall probability
of default of NOG, to which Moody's assigns a Probability of Default
of B3-PD, and a loss given default of LGD 5 (76%).
The company has a $750 million ($400 million borrowing base,
pro forma for the notes issuance) secured revolving credit facility.
The proposed notes are unsecured and therefore are subordinate to NOG's
senior secured credit facility's first lien claim to the company's assets.
This results in the notes being notched one rating beneath the B3 Corporate
Family Rating under Moody's Loss Given Default Methodology. However,
the Caa1 rating on the unsecured notes could be double notched below the
Corporate Family Rating if secured debt levels increased materially over
an extended period.
Northern's B3 Corporate Family Rating reflects the company's
growing but still small production profile, high capital spending
needs to develop the company's resources, as well as its limited
control over the pace of this development due to its non-operator
status. The B3 rating is supported by the company's strong
acreage position in the Williston Basin, considerable well diversity
for a company of its size, and the diversity and operational track
record of its operating partners. The rating also considers NOG's
high oil weighted production, resulting in healthy cash margins,
returns and cash flow coverage of debt and helping to partially offset
high leverage in terms of debt/production.
NOG's SGL-3 rating reflects the expectation for adequate
liquidity through 2013, supported by the company's pro forma
undrawn borrowing base revolver and cash balances, which should
fund negative free cash flow generation this year. Pro forma for
the notes issuance, NOG will have $41 million of cash and
no drawings under its $400 million borrowing base credit facility
due January 2017, as of April 30, 2013. The SGL-3
rating also reflects the company's oil weighted production and significant
hedges of projected 2013 production. The SGL-3 rating is
tempered by the company's significant capital spending needs,
which are expected to outstrip cash flow over in 2013 by roughly $200
million, the lack of alternate sources of liquidity given that the
revolving credit facility is secured by substantially all of the company's
assets, and by the borrowing base mechanism on the credit facility.
The stable rating outlook assumes that NOG will continue to grow its production
at favorable margins and returns, while maintaining adequate liquidity
in order to fund its capital spending needs. The ratings could
be upgraded if NOG achieves net average daily production in excess of
15 mboe per day while maintaining strong cash flow coverage of debt (retained
cash flow to debt above 40%). On the other hand, the
ratings could be downgraded if NOG fails to maintain adequate liquidity
to fund its capital program or the production response to capital spending
is not in line with forecasts. A negative rating action could also
result if NOG makes sizeable share repurchases or distributions that hamper
the company's ability to grow or result in retained cash flow to debt
falling below 15%.
Northern Oil and Gas, Inc. is headquartered in Wayzata,
Minnesota.
The principal methodology used in this rating was Independent Exploration
and Production Industry published in December 2011. Other methodologies
used include Loss Given Default for Speculative-Grade Non-Financial
Companies in the U.S., Canada and EMEA published in
June 2009. Please see the Credit Policy page on www.moodys.com
for a copy of these methodologies.
Northern Oil and Gas, Inc. is headquartered in Wayzata,
Minnesota.
REGULATORY DISCLOSURES
For ratings issued on a program, series or category/class of debt,
this announcement provides certain regulatory disclosures in relation
to each rating of a subsequently issued bond or note of the same series
or category/class of debt or pursuant to a program for which the ratings
are derived exclusively from existing ratings in accordance with Moody's
rating practices. For ratings issued on a support provider,
this announcement provides certain regulatory disclosures in relation
to the rating action on the support provider and in relation to each particular
rating action for securities that derive their credit ratings from the
support provider's credit rating. For provisional ratings,
this announcement provides certain regulatory disclosures in relation
to the provisional rating assigned, and in relation to a definitive
rating that may be assigned subsequent to the final issuance of the debt,
in each case where the transaction structure and terms have not changed
prior to the assignment of the definitive rating in a manner that would
have affected the rating. For further information please see the
ratings tab on the issuer/entity page for the respective issuer on www.moodys.com.
For any affected securities or rated entities receiving direct credit
support from the primary entity(ies) of this rating action, and
whose ratings may change as a result of this rating action, the
associated regulatory disclosures will be those of the guarantor entity.
Exceptions to this approach exist for the following disclosures,
if applicable to jurisdiction: Ancillary Services, Disclosure
to rated entity, Disclosure from rated entity.
Please see www.moodys.com for any updates on changes to
the lead rating analyst and to the Moody's legal entity that has issued
the rating.
Please see the ratings tab on the issuer/entity page on www.moodys.com
for additional regulatory disclosures for each credit rating.
Gretchen French
VP - Senior Credit Officer
Corporate Finance Group
Moody's Investors Service, Inc.
250 Greenwich Street
New York, NY 10007
U.S.A.
JOURNALISTS: 212-553-0376
SUBSCRIBERS: 212-553-1653
Steven Wood
MD - Corporate Finance
Corporate Finance Group
JOURNALISTS: 212-553-0376
SUBSCRIBERS: 212-553-1653
Releasing Office:
Moody's Investors Service, Inc.
250 Greenwich Street
New York, NY 10007
U.S.A.
JOURNALISTS: 212-553-0376
SUBSCRIBERS: 212-553-1653
Moody's rates Northern Oil and Gas' proposed notes Caa1