0001181431-11-059534.txt : 20111208 0001181431-11-059534.hdr.sgml : 20111208 20111208180953 ACCESSION NUMBER: 0001181431-11-059534 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20111205 FILED AS OF DATE: 20111208 DATE AS OF CHANGE: 20111208 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: BRIGHAM EXPLORATION CO CENTRAL INDEX KEY: 0001034755 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 752692967 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 6300 BRIDGE POINT PARKWAY STREET 2: BLDG 2 SUITE 500 CITY: AUSTIN STATE: TX ZIP: 78730 BUSINESS PHONE: 5124273300 MAIL ADDRESS: STREET 1: 6300 BRIDGE POINT PARKWAY STREET 2: BLDG 2 SUITE 500 CITY: AUSTIN STATE: TX ZIP: 78730 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: STATOIL ASA CENTRAL INDEX KEY: 0001140625 STANDARD INDUSTRIAL CLASSIFICATION: PETROLEUM REFINING [2911] FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34224 FILM NUMBER: 111251767 BUSINESS ADDRESS: STREET 1: FORUSBEEN 50 CITY: STAVANGER NORWAY STATE: Q8 ZIP: N 4035 BUSINESS PHONE: 47 51 99 00 00 MAIL ADDRESS: STREET 1: FORUSBEEN 50 CITY: STAVANGER STATE: Q8 ZIP: N 4035 FORMER NAME: FORMER CONFORMED NAME: STATOILHYDRO ASA DATE OF NAME CHANGE: 20071005 FORMER NAME: FORMER CONFORMED NAME: STATOIL ASA DATE OF NAME CHANGE: 20010515 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Statoil Petroleum AS CENTRAL INDEX KEY: 0001460411 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] STATE OF INCORPORATION: Q8 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34224 FILM NUMBER: 111251766 BUSINESS ADDRESS: STREET 1: FORUSBEEN 50 CITY: STAVANGER STATE: Q8 ZIP: N-4035 BUSINESS PHONE: 011-47-5199-0000 MAIL ADDRESS: STREET 1: FORUSBEEN 50 CITY: STAVANGER STATE: Q8 ZIP: N-4035 FORMER NAME: FORMER CONFORMED NAME: StatoilHydro Petroleum AS DATE OF NAME CHANGE: 20090331 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: STATOIL INTERNATIONAL HOLDING AS CENTRAL INDEX KEY: 0001536373 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34224 FILM NUMBER: 111251765 BUSINESS ADDRESS: STREET 1: FORUSBEEN 50, N-4035 CITY: STAVANGER STATE: Q8 ZIP: Q8 BUSINESS PHONE: 011-47-5199-0000 MAIL ADDRESS: STREET 1: FORUSBEEN 50, N-4035 CITY: STAVANGER STATE: Q8 ZIP: Q8 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: STATOIL INVESTMENT AMERICAS AS CENTRAL INDEX KEY: 0001536375 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34224 FILM NUMBER: 111251764 BUSINESS ADDRESS: STREET 1: FORUSBEEN 50, N-4035 CITY: STAVANGER STATE: Q8 ZIP: Q8 BUSINESS PHONE: 011-47-5199-0000 MAIL ADDRESS: STREET 1: FORUSBEEN 50, N-4035 CITY: STAVANGER STATE: Q8 ZIP: Q8 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: STATOIL E&P AMERICAS LP CENTRAL INDEX KEY: 0001536377 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34224 FILM NUMBER: 111251763 BUSINESS ADDRESS: STREET 1: 2101 CITYWEST BLVD., SUITE 800 CITY: HOUSTON STATE: TX ZIP: 77402 BUSINESS PHONE: 713-918-8200 MAIL ADDRESS: STREET 1: 2101 CITYWEST BLVD., SUITE 800 CITY: HOUSTON STATE: TX ZIP: 77402 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: STATOIL USA PROPERTIES INC. CENTRAL INDEX KEY: 0001536378 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34224 FILM NUMBER: 111251762 BUSINESS ADDRESS: STREET 1: 2101 CITYWEST BLVD., SUITE 800 CITY: HOUSTON STATE: TX ZIP: 77402 BUSINESS PHONE: 713-918-8200 MAIL ADDRESS: STREET 1: 2101 CITYWEST BLVD., SUITE 800 CITY: HOUSTON STATE: TX ZIP: 77402 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: FARGO ACQUISITION INC. CENTRAL INDEX KEY: 0001536379 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34224 FILM NUMBER: 111251761 BUSINESS ADDRESS: STREET 1: 2103 CITYWEST BLVD., SUITE 800 CITY: HOUSTON STATE: TX ZIP: 77402 BUSINESS PHONE: 713-918-8200 MAIL ADDRESS: STREET 1: 2103 CITYWEST BLVD., SUITE 800 CITY: HOUSTON STATE: TX ZIP: 77402 4 1 rrd327670.xml FORM 4 X0304 4 2011-12-05 0 0001034755 BRIGHAM EXPLORATION CO BEXP 0001140625 STATOIL ASA FORUSBEEN 50 STAVANGER Q8 N4035 NORWAY 0 0 1 0 0001460411 Statoil Petroleum AS FORUSBEEN 50 STAVANGER Q8 N4035 NORWAY 0 0 1 0 0001536373 STATOIL INTERNATIONAL HOLDING AS FORUSBEEN 50 STAVANGER Q8 N4035 NORWAY 0 0 1 0 0001536375 STATOIL INVESTMENT AMERICAS AS FORUSBEEN 50 STAVANGER Q8 N4035 NORWAY 0 0 1 0 0001536377 STATOIL E&P AMERICAS LP 2101 CITYWEST BLVD, SUITE 800 HOUSTON TX 77042 0 0 1 0 0001536378 STATOIL USA PROPERTIES INC. 2101 CITYWEST BLVD, SUITE 800 HOUSTON TX 77042 0 0 1 0 0001536379 FARGO ACQUISITION INC. FORUSBEEN 50 STAVANGER Q8 N4035 NORWAY 0 0 1 0 Common stock, par value $0.01 per share 2011-12-05 4 P 0 6249857 36.50 A 110194122 I See Footnote Common stock, par value $0.01 per share 2011-12-06 4 P 0 581142 36.50 A 110755264 I See Footnote Common stock, par value $0.01 per share 2011-12-07 4 P 0 1005536 36.50 A 111780800 I See Footnote Common stock, par value $0.01 per share 2011-12-08 4 P 0 3869606 36.50 A 115650406 I See Footnote This form is a joint filing by Statoil ASA ("Statoil"), Statoil Petroleum AS, Statoil International Holding AS, Statoil Investment Americas AS, Statoil E&P Americas LP, Statoil USA Properties Inc. and Fargo Acquisition Inc. ("Purchaser"). Reflects the shares of Brigham Exploration Company ("Brigham") newly issued common stock purchased by Purchaser from Brigham pursuant to a Subscription Agreement, dated December 5, 2011, by and between Brigham and Purchaser. Reflects 86,270 shares of Brigham common stock that were tendered by notice of guaranteed delivery during the initial offering period of the tender offer effected pursuant to the Agreement and Plan of Merger, dated as of October 17, 2011, by and among Statoil, Purchaser, and Brigham, that did not settle. Shares were held by Purchaser. As Purchaser is an indirect, wholly owned subsidiary of Statoil, Statoil Petroleum AS, Statoil International Holding AS, Statoil Investment Americas AS and Statoil E&P Americas LP and a direct, wholly owned subsidiary of Statoil USA Properties Inc., each of Statoil, Statoil International Holding AS, Statoil Investment Americas AS, Statoil E&P Americas LP and Statoil USA Properties Inc. may be deemed to have acquired indirect beneficial ownership of the Shares. Reflects the shares of Brigham common stock acquired during the subsequent offering period of the tender offer effected pursuant to the Agreement and Plan of Merger, dated as of October 17, 2011, entered into by and among Statoil, Purchaser and Brigham, which commenced on December 1, 2011. /s/ IRENE RUMMELHOFF, Attorney-in-Fact for Statoil ASA 2011-12-08 /s/ JEFFREY C. ZARUBA, Attorney-in-Fact for Statoil Petroleum AS 2011-12-08 /s/ JEFFREY C. ZARUBA, Attorney-in-Fact for Statoil International Holding AS 2011-12-08 /s/ HELGE HALDORSEN, Vice President - Strategy and Director for Statoil Investment Americas AS 2011-12-08 /s/ JEFFREY C. ZARUBA, Treasurer and Assistant Secretary, Statoil Americas Investments LLC, its general partner for Statoil E&P Americas LP 2011-12-08 /s/ ANDREW BYRON WINKLE, Vice President - Asset Development for Statoil USA Properties Inc. 2011-12-08 /s/ IRENE RUMMELHOFF, President for Fargo Acquisition Inc. 2011-12-08