*
|
The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment
containing information which would alter disclosures provided in a prior cover page.
|
CUSIP No. 665531109
|
|
13D
|
|
1
|
|
NAME OF REPORTING PERSONS
Angelo, Gordon & Co., L.P.
|
||||
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) ◻ (b) []
|
||||
3
|
|
SEC USE ONLY
|
||||
4
|
|
SOURCE OF FUNDS*
AF
|
||||
5
|
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)
◻
|
||||
6
|
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
SOLE VOTING POWER
41,777,038 (1)
|
||
|
8
|
|
SHARE D VOTING POWER
0
|
|||
|
9
|
|
SOLE DISPOSITIVE POWER
41,777,038 (1)
|
|||
|
10
|
|
SHARED DISPOSITIVE POWER
0
|
|||
11
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
41,777,038 (1)
|
||||
12
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
◻
|
||||
13
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
9.99%
|
||||
14
|
|
TYPE OF REPORTING PERSON*
IA, PN
|
(1)
|
Consisting of 29,376,225 shares of common stock, par value $0.001 per share (“Common Stock”), of Northern Oil and Gas, Inc. (the “Issuer”) and the number of shares of Common Stock into
which shares of 6.500% Series A Perpetual Cumulative Convertible Preferred Stock (“Preferred Stock”) of the Issuer is convertible, subject to the limitations of the Conversion Cap.
|
CUSIP No. 665531109
|
|
13D
|
|
1
|
|
NAME OF REPORTING PERSONS
AG Partners, L.P.
|
||||
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) ◻ (b) []
|
||||
3
|
|
SEC USE ONLY
|
||||
4
|
|
SOURCE OF FUNDS*
AF
|
||||
5
|
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)
◻
|
||||
6
|
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
SOLE VOTING POWER
41,777,038 (1)
|
||
|
8
|
|
SHARED VOTING POWER
0
|
|||
|
9
|
|
SOLE DISPOSITIVE POWER
41,777,038 (1)
|
|||
|
10
|
|
SHARED DISPOSITIVE POWER
0
|
|||
11
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
41,777,038 (1)
|
||||
12
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
◻
|
||||
13
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
9.99%
|
||||
14
|
|
TYPE OF REPORTING PERSON*
PN
|
(1)
|
Consisting of 29,376,225 shares of Common Stock and the number of shares of Common Stock into which shares Preferred Stock is convertible, subject to the limitations of the Conversion
Cap.
|
CUSIP No. 665531109
|
|
13D
|
|
1
|
|
NAME OF REPORTING PERSONS
JAMG LLC
|
||||
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) ◻ (b) []
|
||||
3
|
|
SEC USE ONLY
|
||||
4
|
|
SOURCE OF FUNDS*
AF
|
||||
5
|
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)
◻
|
||||
6
|
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
SOLE VOTING POWER
41,777,038 (1)
|
||
|
8
|
|
SHARED VOTING POWER
0
|
|||
|
9
|
|
SOLE DISPOSITIVE POWER
41,777,038 (1)
|
|||
|
10
|
|
SHARED DISPOSITIVE POWER
0
|
|||
11
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
41,777,038 (1)
|
||||
12
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
◻
|
||||
13
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
9.99%
|
||||
14
|
|
TYPE OF REPORTING PERSON*
OO
|
(1)
|
Consisting of 29,376,225 shares of Common Stock and the number of shares of Common Stock into which shares Preferred Stock is convertible, subject to the limitations of the Conversion
Cap.
|
CUSIP No. 665531109
|
|
13D
|
|
1
|
|
NAME OF REPORTING PERSONS
Michael L. Gordon
|
||||
2
|
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) ◻ (b) []
|
||||
3
|
|
SEC USE ONLY
|
||||
4
|
|
SOURCE OF FUNDS*
AF
|
||||
5
|
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)
◻
|
||||
6
|
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
|
||||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
|
7
|
|
SOLE VOTING POWER
41,777,038 (1)
|
||
|
8
|
|
SHARED VOTING POWER
0
|
|||
|
9
|
|
SOLE DISPOSITIVE POWER
41,777,038 (1)
|
|||
|
10
|
|
SHARED DISPOSITIVE POWER
0
|
|||
11
|
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
41,777,038 (1)
|
||||
12
|
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
◻
|
||||
13
|
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
9.99%
|
||||
14
|
|
TYPE OF REPORTING PERSON*
IN, HC
|
(1)
|
Consisting of 29,376,225 shares of Common Stock and the number of shares of Common Stock into which shares Preferred Stock is convertible, subject to the limitations of the Conversion
Cap.
|
Item 5.
|
Interest in Securities of the Issuer.
|
Item 6.
|
Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.
|
ANGELO, GORDON & CO., L.P.
|
|
By: AG Partners, L.P.
|
|
Its General Partner
|
|
By: JAMG LLC
|
|
Its General Partner
|
|
By: MICHAEL L. GORDON
|
|
Its Managing Member
|
|
By: /s/ Kirk Wickman
|
|
Kirk Wickman
|
|
Attorney-in-Fact
|
AG PARTNERS, L.P.
|
|
By: JAMG LLC
|
|
Its General Partner
|
|
By: MICHAEL L. GORDON
|
|
Its Managing Member
|
|
By: /s/ Kirk Wickman
|
|
Kirk Wickman
|
|
Attorney-in-Fact
|
JAMG LLC
|
|
By: MICHAEL L. GORDON
|
|
Its Managing Member
|
|
By: /s/ Kirk Wickman
|
|
Kirk Wickman
|
|
Attorney-in-Fact
|
|
MICHAEL L. GORDON | |
By: /s/ Kirk Wickman |
|
Kirk Wickman |
|
Attorney-in-Fact |
Trade Date
|
|
Amount Purchased/(Sold)
|
|
|
Price
|
|
||
1/24/2020
|
328,000
|
1.640
|
(1)
|
|||||
1/27/2020
|
|
|
260,000
|
|
|
|
1.580
|
(2)
|
|
||||||||
|
||||||||
|
||||||||
|
||||||||
|
||||||||
|
Trade Date
|
|
Amount Purchased/(Sold)
|
|
|
Price
|
|
||
1/28/2020
|
|
|
13,500
|
|
|
|
95.875
|
|
1/30/2020
|
|
|
10,700
|
|
|
|
97.875
|
|
1/31/2020
|
|
|
25,000
|
|
|
|
97.35
|
|
2/7/2020
|
16,700
|
96.961
|
||||||
2/10/2020
|
18,300
|
97
|
||||||
2/12/2020
|
8,000
|
93.75
|
||||||
|
||||||||
|
||||||||
|
||||||||
|
||||||||
|
||||||||
|