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The following is an excerpt from a SB-2/A SEC Filing, filed by NORTHERN OIL & GAS, INC. on 8/8/2007.
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NORTHERN OIL & GAS, INC. - SB-2/A - 20070808 - SELLING_SHAREHOLDERS

Except as noted, this prospectus covers shares of our common stock sold in our private equity offerings in October, 2006 and February, 2007, to “accredited investors” as defined by Rule 501(a) under the Securities Act, pursuant to an exemption from registration provided in Regulation D, Rule 506 under Section 4(2) of the Securities Act, and also 250,000 shares issued to certain of our pre-merger shareholders in connection with the March 20, 2007 merger. The selling stockholders may from time to time offer and sell under this prospectus any or all of the shares of common stock listed opposite each of their names below. We are required, under a registration rights agreement, to register for resale the shares of our common stock described in the tables below for the 250,000 shares issued to the shareholders named in the table in connection with the merger.

The following table sets forth information about the number of shares of our common stock beneficially owned by each selling stockholder that may be offered from time to time under this prospectus. Certain selling stockholders may be deemed to be “underwriters” as defined in the Securities Act.
 
The table below has been prepared based upon the information furnished to us by the selling stockholders as of April 1, 2007. The selling stockholders identified below may have sold, transferred or otherwise disposed of some or all of their shares since the date on which the information in the following table is presented in transactions exempt from or not subject to the registration requirements of the Securities Act. Information concerning the selling stockholders may change from time to time and, if necessary, we will amend or supplement this prospectus accordingly. We cannot provide an exact amount, but have provided an estimate, of the number of shares of common stock that will be held by the selling stockholders upon termination of this offering, because the selling stockholders may offer some or all of their common stock under the offering contemplated by this prospectus. The total number of shares that may be sold hereunder will not exceed the number of shares offered hereby. Please read the section entitled “Plan of Distribution” in this prospectus.

The percentage of common stock outstanding is based upon a total of 22,664,123 issued and outstanding shares of our common stock on April 1, 2007. Beneficial ownership is determined in accordance with Rule 13d-3 of the Securities and Exchange Commission. Shares underlying options exercisable within 60 days of April 1, 2007 are considered for the purpose of determining the percent of the class held by the holder of such options, but not for the purpose of computing the percentages held by others. The persons and entities named in the table have sole voting and sole investment power with respect to the shares set forth opposite the stockholder’s name, subject to community property laws, where applicable, unless otherwise noted in footnotes to the table. None of the selling stockholders has had a position, office or other material relationship with us in the past three years, except as indicated in footnotes to the table.

The shares listed under “Shares Subject to Lock-Up/Leak-Out Agreements” set forth below may only be offered and sold in compliance with the Lock-Up/Leak-Out Agreements described previously.
 
Beneficial Owner
 
Shares of Common Stock Owned Before the Offering
 
Shares of Common Stock Being Offered
 
Shares of
Common Stock
Owned Upon
Completion of
the Offering
 
Percentage of Common Stock Outstanding Upon
Completion of Offering
 
David Newman
   
47,619
   
47,619
   
0
   
*
 
Gregory Anthone
   
142,857
   
142,857
   
0
   
*
 
 
24

Beneficial Owner
 
Shares of Common Stock Owned Before the Offering
 
Shares of Common Stock Being Offered
 
Shares of
Common Stock
Owned Upon
Completion of
the Offering
 
Percentage of Common Stock Outstanding Upon Completion of Offering
 
Nick Henkels
   
200,000
   
200,000
   
0
   
*
 
Ervin Kramer
   
150,000
   
100,000
   
50,000
   
*
 
Harry Youtsos
   
50,000
   
50,000
   
0
   
*
 
William Hartzell
   
100,000
   
50,000
   
50,000
   
*
 
Suzanne Clifford
   
25,000
   
25,000
   
0
   
*
 
Mark Hemann
   
50,000
   
50,000
   
0
   
*
 
Dennis Phenow
   
150,000
   
75,000
   
75,000
   
*
 
Pat Vincelli
   
50,000
   
25,000
   
25,000
   
*
 
Travis Welch
   
30,000
   
30,000
   
0
   
*
 
Paul Cownie
   
25,000
   
25,000
   
0
   
*
 
Blue Sky Investments LLC
   
25,000
   
25,000
   
0
   
*
 
Paul Schreier
   
40,000
   
40,000
   
0
   
*
 
William and Karen Frothinger
   
80,000
   
80,000
   
0
   
*
 
Gerald Auchstetter
   
80,000
   
40,000
   
40,000
   
*
 
Joseph Techar (1)
   
40,000
   
40,000
   
0
   
*
 
Darryl Ekstrom (1)
   
40,000
   
40,000
   
0
   
*
 
Mark Larson
   
50,000
   
50,000
   
0
   
*
 
Daniel A. Deikel Trust Declaration
   
50,000
   
50,000
   
0
   
*
 
Amit Sela
   
1,004,048
   
1,004,048
   
0
   
*
 
Bruce and Colleen Lea
   
100,000
   
100,000
   
0
   
*
 
August Stoffel
   
70,000
   
35,000
   
35,000
   
*
 
Scott and Elizabeth Zbikowski
   
300,000
   
100,000
   
200,000
   
*
 
John Jakway and Carol Jakway
   
28,572
   
28,572
   
0
   
*
 
Darin Paulson
   
43,000
   
43,000
   
0
   
*
 
Brian Manion
   
315,477
   
315,477
   
0
   
*
 
Tom and Peggy Gerrits
   
50,000
   
25,000
   
25,000
   
*
 
David Flod
   
300,000
   
100,000
   
200,000
   
*
 
 
25

Beneficial Owner
 
Shares of Common Stock Owned Before the Offering
 
Shares of Common Stock Being Offered
 
Shares of
Common Stock
Owned Upon
Completion of
the Offering
 
Percentage of Common Stock Outstanding Upon Completion of Offering
 
Ryan Maurer
   
25,000
   
25,000
   
0
   
*
 
Patrick Kinney
   
40,000
   
20,000
   
20,000
   
*
 
David Valentini
   
25,000
   
25,000
   
0
   
*
 
Boosalis Children Revocable Trust
   
100,000
   
100,000
   
0
   
*
 
Brian Munderloh
   
10,000
   
10,000
   
0
   
*
 
Nicole Neuman
   
10,000
   
10,000
   
0
   
*
 
Anthony Hartman
   
30,000
   
30,000
   
0
   
*
 
Jacob P. Schaffer
   
785,000
   
635,000
   
150,000
   
*
 
Renee M. Brown (1)
   
28,000
   
28,000
   
0
   
*
 
Billy D. Brown
   
8,000
   
8,000
   
0
   
*
 
James D. Flannery
   
50,000
   
50,000
   
0
   
*
 
Stephen H. Fischer (1)
   
10,000
   
10,000
   
0
   
*
 
Robert D. Goodell
   
4,000
   
4,000
   
0
   
*
 
Barbara A. Halper (1)
   
25,000
   
25,000
   
0
   
*
 
Brian L. Larson
   
20,000
   
20,000
   
0
   
*
 
John and Ann Laurent
   
10,000
   
10,000
   
0
   
*
 
Marcus Thompson
   
350,000
   
350,000
   
0
   
*
 
Gerald Gudmonson
   
50,000
   
50,000
   
0
   
*
 
Robert Widuch
   
25,000
   
25,000
   
0
   
*
 
Insight Capital Consultants Corporation (2)
   
100,000
   
50,000
   
50,000
   
*
 
Duane S. Jenson (3)
   
98,441
   
20,000
   
78,441
   
*
 
Travis T. Jenson (4)
   
442,984
   
85,000
   
357,984
   
1.6
%
Thomas J. Howells (5)
   
442,985
   
85,000
   
357,984
   
1.6
%
Leonard W. Burningham, Esq.
   
200,000
   
40,000
   
160,000
   
*
 
Alan Reedy
   
59,524
   
10,000
   
49,524
   
*
 
John Myung
   
58,500
   
10,000
   
48,500
   
*
 
 
*  Less than 1%
 
26


(1)
Affiliated with a broker-dealer, Capital Quest Securities, Inc. They have represented to us that they acquired our stock in the ordinary course of business and without any agreements, directly or indirectly, with any person to distribute the stock.
(2)
Acquired from the Company pursuant to the terms of a consulting agreement.
(3)
Duane Jenson is the Chief Executive Officer of Jenson Services, Inc., which was a controlling shareholder of the Company until the merger on March 20, 2007.
(4)
Travis Jenson is the spouse of Sarah Jenson, who was the Company’s President and a Director until the merger on March 20, 2007.
(5)
Thomas Howells is the spouse of Lisa Howells, who was the Company’s Secretary and a Director until the merger on March 20, 2007
BROKERAGE PARTNERS