UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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| Item 2.01 | Completion of Acquisition or Disposition of Assets. |
As previously disclosed in its Current Report on Form 8-K filed with the U.S. Securities and Exchange Commission on July 29, 2024 (the “Announcement Form 8-K”), on July 27, 2024, Vital Energy, Inc. (the “Company”) entered into a purchase and sale agreement with Northern Oil and Gas, Inc. (“NOG”) and Point Energy Partners Petroleum, LLC, Point Energy Partners Operating, LLC, Point Energy Partners Water, LLC and Point Energy Partners Royalty, LLC (together, the “Seller”), pursuant to which the Company and NOG agreed to purchase Seller’s oil and gas properties located in Ward and Winkler Counties, as further described in the Announcement 8-K (the “Point Acquisition”).
On September 20, 2024, the Company consummated the Point Acquisition for total cash consideration of $815.2 million paid by the Company after closing adjustments, funded with borrowings under the Company’s senior secured credit facility.
| Item 9.01 | Financial Statements and Exhibits. |
(a) Financial statements of business to be acquired.
The audited consolidated financial statements of Point Energy Partners Operating, LLC, which comprise the consolidated balance sheets as of December 31, 2023 and 2022, the related consolidated statements of operations, changes in member’s equity, and cash flows for the years then ended, and the related notes to the consolidated financial statements, are filed as Exhibit 99.1 hereto and incorporated by reference herein.
The unaudited consolidated financial statements of Point Energy Partners Operating, LLC, which comprise the consolidated balance sheets as of June 30, 2024 and December 31, 2023, the related consolidated statements of operations, changes in member’s equity, and cash flows for the six-month periods ended June 30, 2024 and 2023, and the related notes to the unaudited consolidated financial statements, are filed as Exhibit 99.2 hereto and incorporated by reference herein.
(b) Pro forma financial information.
The unaudited pro forma condensed combined financial information of the Company, which comprises the condensed combined balance sheet as of June 30, 2024, the related condensed combined statements of operations for the six-month period ended June 30, 2024 and the year-ended December 31, 2023, and the related notes to the condensed combined financial statements, is filed as Exhibit 99.3 hereto and incorporated by reference herein.
(d) Exhibits.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| VITAL ENERGY, INC. | ||||||
| Date: September 23, 2024 | By: | /s/ Bryan J. Lemmerman | ||||
| Bryan J. Lemmerman | ||||||
| Executive Vice President and Chief Financial Officer | ||||||