SECURITIES AND EXCHANGE
COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934*
BRIGHAM
EXPLORATION COMPANY
(Name of Issuer)
Common Stock, par value $0.01 per share
(Title of Class of Securities)
109178 10 3
(CUSIP Number)
Torgrim Reitan
Chief Financial Officer
Statoil ASA
Forusbeen 50, N-4035
Stavanger, Norway
Telephone No.: 011-47-5199-0000
Fax No.: 011-47-5199-0050
(Name, Address and Telephone Number of Person
Authorized to Receive
Notices and Communications)
December 1, 2011
(Date of Event Which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e),
240.13d-1(f) or 240.13d-1(g), check the following box
¨
.
Note
. Schedules
filed in paper format shall include a signed original and five copies of the schedule, including all exhibits.
See
Rule 13d-7 for other parties to whom copies are to be sent.
(Continued on following pages)
*
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The remainder of this cover page shall be filled out for a reporting persons 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.
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The information
required on the remainder of this cover page shall not be deemed to be filed for the purpose of section 18 of the Securities Exchange Act of 1934 (Act) or otherwise subject to the liabilities of that section of the Act but
shall be subject to all other provisions of the Act (however,
see
the
Notes
).
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1
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NAME OF REPORTING PERSON
Statoil ASA
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2
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CHECK THE APPROPRIATE BOX IF A
MEMBER OF A GROUP (see instructions)
(a)
x
(b)
¨
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (see
instructions)
WC
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5
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CHECK IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
¨
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6
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CITIZENSHP OR PLACE OF
ORGANIZATION
Norway
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NUMBER OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON WITH
|
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7
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SOLE VOTING POWER
0
|
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8
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SHARED VOTING POWER
124,790,624
(1)
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9
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SOLE DISPOSITIVE POWER
0
|
|
10
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SHARED DISPOSITIVE POWER
124,790,624
(1)
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11
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AGGREGATE AMOUNT BENEFICIALLY
OWNED BY EACH REPORTING PERSON
124,790,624
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12
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CHECK IF THE AGGREGATE AMOUNT IN
ROW (11) EXCLUDES CERTAIN SHARES (see instructions)
¨
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13
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PERCENT OF CLASS REPRESENTED BY
AMOUNT IN ROW 11
100%
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14
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TYPE OF REPORTING PERSON (see
instructions)
CO
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(1)
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Statoil ASA shares the power to vote and dispose of the shares with Statoil Petroleum AS, Statoil International Holding AS, Statoil Investment Americas AS, Statoil
E&P Americas LP, Statoil USA Properties Inc. and Fargo Acquisition Inc.
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2
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1
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NAME OF REPORTING PERSON
Statoil Petroleum AS
I.R.S.
Identification Nos. of Above Persons (entities only):
98-0555623
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2
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CHECK THE APPROPRIATE BOX IF A
MEMBER OF A GROUP (see instructions)
(a)
x
(b)
¨
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (see
instructions)
WC
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5
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CHECK IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
¨
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6
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CITIZENSHP OR PLACE OF
ORGANIZATION
Norway
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON WITH
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7
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SOLE VOTING POWER
0
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8
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SHARED VOTING POWER
124,790,624
(1)
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9
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SOLE DISPOSITIVE POWER
0
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10
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SHARED DISPOSITIVE POWER
124,790,624
(1)
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11
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AGGREGATE AMOUNT BENEFICIALLY
OWNED BY EACH REPORTING PERSON
124,790,624
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12
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CHECK IF THE AGGREGATE AMOUNT IN
ROW (11) EXCLUDES CERTAIN SHARES (see instructions)
¨
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13
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PERCENT OF CLASS REPRESENTED BY
AMOUNT IN ROW 11
100%
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14
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TYPE OF REPORTING PERSON (see
instructions)
CO
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(1)
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Statoil Petroleum AS shares the power to vote and dispose of the shares with Statoil ASA, Statoil International Holding AS, Statoil Investment Americas AS, Statoil
E&P Americas LP, Statoil USA Properties Inc. and Fargo Acquisition Inc.
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3
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1
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NAME OF REPORTING PERSON
Statoil International Holding AS
I.R.S. Identification Nos. of Above Persons (entities only):
98-0555624
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2
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CHECK THE APPROPRIATE BOX IF A
MEMBER OF A GROUP (see instructions)
(a)
x
(b)
¨
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (see
instructions)
WC
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5
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CHECK IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
¨
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6
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CITIZENSHP OR PLACE OF
ORGANIZATION
Norway
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NUMBER OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON WITH
|
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7
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|
SOLE VOTING POWER
0
|
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8
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SHARED VOTING POWER
124,790,624
(1)
|
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9
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SOLE DISPOSITIVE POWER
0
|
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10
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SHARED DISPOSITIVE POWER
124,790,624
(1)
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11
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AGGREGATE AMOUNT BENEFICIALLY
OWNED BY EACH REPORTING PERSON
124,790,624
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12
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CHECK IF THE AGGREGATE AMOUNT IN
ROW (11) EXCLUDES CERTAIN SHARES (see instructions)
¨
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13
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PERCENT OF CLASS REPRESENTED BY
AMOUNT IN ROW 11
100%
|
14
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TYPE OF REPORTING PERSON (see
instructions)
CO
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(1)
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Statoil International Holding AS shares the power to vote and dispose of the shares with Statoil ASA, Statoil Petroleum AS, Statoil Investment Americas AS, Statoil
E&P Americas LP, Statoil USA Properties Inc. and Fargo Acquisition Inc.
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4
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1
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NAME OF REPORTING PERSON
Statoil Investment Americas AS
I.R.S. Identification Nos. of Above Persons (entities only):
98-0555625
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2
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CHECK THE APPROPRIATE BOX IF A
MEMBER OF A GROUP (see instructions)
(a)
x
(b)
¨
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (see
instructions)
WC
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5
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CHECK IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
¨
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6
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CITIZENSHP OR PLACE OF
ORGANIZATION
Norway
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON WITH
|
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7
|
|
SOLE VOTING POWER
0
|
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8
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SHARED VOTING POWER
124,790,624
(1)
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9
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SOLE DISPOSITIVE POWER
0
|
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10
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SHARED DISPOSITIVE POWER
124,790,624
(1)
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11
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AGGREGATE AMOUNT BENEFICIALLY
OWNED BY EACH REPORTING PERSON
124,790,624
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12
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CHECK IF THE AGGREGATE AMOUNT IN
ROW (11) EXCLUDES CERTAIN SHARES (see instructions)
¨
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13
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PERCENT OF CLASS REPRESENTED BY
AMOUNT IN ROW 11
100%
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14
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TYPE OF REPORTING PERSON (see
instructions)
CO
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(1)
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Statoil Investment Americas AS shares the power to vote and dispose of the shares with Statoil ASA, Statoil Petroleum AS, Statoil International Holding AS, Statoil
E&P Americas LP, Statoil USA Properties Inc. and Fargo Acquisition Inc.
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5
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1
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NAME OF REPORTING PERSON
Statoil E&P Americas LP
I.R.S. Identification Nos. of Above Persons (entities only):
14-1873655
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2
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CHECK THE APPROPRIATE BOX IF A
MEMBER OF A GROUP (see instructions)
(a)
x
(b)
¨
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (see
instructions)
WC
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5
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CHECK IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
¨
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6
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CITIZENSHP OR PLACE OF
ORGANIZATION
Delaware, U.S.A.
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NUMBER OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON WITH
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7
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SOLE VOTING POWER
0
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8
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SHARED VOTING POWER
124,790,624
(1)
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9
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SOLE DISPOSITIVE POWER
0
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10
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SHARED DISPOSITIVE POWER
124,790,624
(1)
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11
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AGGREGATE AMOUNT BENEFICIALLY
OWNED BY EACH REPORTING PERSON
124,790,624
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12
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CHECK IF THE AGGREGATE AMOUNT IN
ROW (11) EXCLUDES CERTAIN SHARES (see instructions)
¨
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13
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PERCENT OF CLASS REPRESENTED BY
AMOUNT IN ROW 11
100%
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14
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TYPE OF REPORTING PERSON (see
instructions)
CO
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(1)
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Statoil E&P Americas LP shares the power to vote and dispose of the shares with Statoil ASA, Statoil Petroleum AS, Statoil International Holding AS, Statoil
Investment Americas AS, Statoil USA Properties Inc. and Fargo Acquisition Inc.
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6
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1
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NAME OF REPORTING PERSON
Statoil USA Properties Inc.
I.R.S. Identification Nos. of Above Persons (entities only):
26-3625824
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2
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CHECK THE APPROPRIATE BOX IF A
MEMBER OF A GROUP (see instructions)
(a)
x
(b)
¨
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (see
instructions)
WC
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5
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CHECK IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
¨
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6
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CITIZENSHP OR PLACE OF
ORGANIZATION
Delaware, U.S.A.
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NUMBER OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON WITH
|
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7
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SOLE VOTING POWER
0
|
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8
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SHARED VOTING POWER
124,790,624
(1)
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9
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SOLE DISPOSITIVE POWER
0
|
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10
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SHARED DISPOSITIVE POWER
124,790,624
(1)
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11
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AGGREGATE AMOUNT BENEFICIALLY
OWNED BY EACH REPORTING PERSON
124,790,624
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12
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CHECK IF THE AGGREGATE AMOUNT IN
ROW (11) EXCLUDES CERTAIN SHARES (see instructions)
¨
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13
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PERCENT OF CLASS REPRESENTED BY
AMOUNT IN ROW 11
100%
|
14
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TYPE OF REPORTING PERSON (see
instructions)
CO
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(1)
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Statoil USA Properties Inc. shares the power to vote and dispose of the shares with Statoil ASA, Statoil Petroleum AS, Statoil International Holding AS, Statoil
Investment Americas AS, Statoil E&P Americas LP and Fargo Acquisition Inc.
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7
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1
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NAME OF REPORTING PERSON
Fargo Acquisition Inc.
I.R.S.
Identification Nos. of Above Persons (entities only):
45-3740163
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2
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CHECK THE APPROPRIATE BOX IF A
MEMBER OF A GROUP (see instructions)
(a)
x
(b)
¨
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (see
instructions)
WC
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5
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CHECK IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
¨
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6
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CITIZENSHP OR PLACE OF
ORGANIZATION
Delaware, U.S.A.
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON WITH
|
|
7
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SOLE VOTING POWER
0
|
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8
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SHARED VOTING POWER
124,790,624
(1)
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9
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SOLE DISPOSITIVE POWER
0
|
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10
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SHARED DISPOSITIVE POWER
124,790,624
(1)
|
11
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AGGREGATE AMOUNT BENEFICIALLY
OWNED BY EACH REPORTING PERSON
124,790,624
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12
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CHECK IF THE AGGREGATE AMOUNT IN
ROW (11) EXCLUDES CERTAIN SHARES (see instructions)
¨
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13
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PERCENT OF CLASS REPRESENTED BY
AMOUNT IN ROW 11
100%
|
14
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TYPE OF REPORTING PERSON (see
instructions)
CO
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(1)
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Fargo Acquisition Inc. shares the power to vote and dispose of the shares with Statoil ASA, Statoil Petroleum AS, Statoil International Holding AS, Statoil Investment
Americas AS, Statoil E&P Americas LP and Statoil USA Properties Inc.
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8
This statement on Schedule 13D (this
Statement
) is filed by Statoil ASA, a public limited liability company organized under the laws of Norway (
Statoil
), Statoil Petroleum AS, a stock company organized
under the laws of Norway and a direct, wholly owned subsidiary of Statoil (
Statoil Petroleum
), Statoil International Holding AS, a stock company organized under the laws of Norway and a direct, wholly owned
subsidiary of Statoil Petroleum (
Statoil International
), Statoil Investment Americas AS, a stock company organized under the laws of Norway and a direct, wholly owned subsidiary of Statoil International
(
Statoil Investment
), Statoil E&P Americas LP, a Delaware limited partnership and a direct, wholly owned subsidiary of Statoil Investment (
Statoil E&P
), Statoil
USA Properties Inc., a Delaware corporation and a direct, wholly owned subsidiary of Statoil E&P (
Statoil USA
) and Fargo Acquisition Inc., a Delaware corporation
(
Purchaser
) and a direct, wholly owned subsidiary of Statoil USA, and relates to the common stock, par value $0.01 per share (the
Shares
), of Brigham Exploration
Company, a Delaware corporation (
Brigham
).
Item 1.
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Security and Issuer
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The
class of equity securities to which this Statement relates is the Shares. The principal executive offices of Brigham are located at 6300 Bridge Point Parkway, Building 2, Suite 500, Austin, Texas 78730.
Item 2.
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Identity and Background
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(a) (c) This Statement is being filed by Statoil, Statoil Petroleum, Statoil International, Statoil Investment, Statoil
E&P, Statoil USA and Purchaser. Statoil, Statoil Petroleum, Statoil International, Statoil Investment, Statoil E&P, Statoil USA and Purchaser are sometimes referred to collectively as the
Reporting
Persons
, and each as a
Reporting Person
. The principal executive offices of Statoil, Statoil Petroleum, Statoil International, Statoil Investment and Purchaser are located at Forusbeen 50,
N-4035, Stavanger, Norway. The principal executive offices of Statoil E&P and Statoil USA are located at 2103 CityWest Blvd., Suite 800, Houston, Texas 77402. Statoil is an integrated energy company that is primarily engaged in oil and gas
exploration and production activities. Statoil Petroleum, Statoil International, Statoil Investment, Statoil E&P, and Statoil USA are wholly owned subsidiaries of Statoil. Purchaser was formed solely for the purpose of effecting the transactions
contemplated by the Merger Agreement (as defined in Item 4), and has not engaged in any activities except in connection with such transactions.
Set forth on Annex A to this Statement and incorporated herein by reference is the following information with respect to each director and executive officer of each of the Reporting Persons:
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(3)
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principal occupation or employment and the name, principal business and address of any corporation or other organization in which such employment is conducted; and
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(d)
(e) During the past five years, none of the Reporting Persons nor, to the best knowledge of the Reporting Persons, any of the directors and executive officers identified on Annex A to this Statement, (1) has been convicted in a criminal
proceeding (excluding traffic violations or similar misdemeanors) or (2) was a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree
or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.
Item 3.
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Source and Amount of Funds or Other Consideration
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The information set forth in the Offer to Purchase (as defined in Item 4) under the caption THE TENDER OFFER Section 9 (Source and Amount of Funds) is incorporated herein by
reference.
Item 4.
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Purpose of Transaction
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Statoil, Purchaser and Brigham entered into an Agreement and Plan of Merger, dated as of October 17, 2011 (as it may be amended or
supplemented from time to time in accordance with its terms, the
Merger Agreement
), for the purpose of Statoils acquisition of all of the issued and outstanding Shares. Pursuant to the Merger Agreement, Purchaser
commenced a tender offer (the
Offer
) to purchase all of the outstanding Shares at a purchase price of $36.50 per Share, net to the seller in cash, without interest thereon and less any applicable withholding taxes, upon the
terms and subject to the conditions set forth in the offer to purchase, dated October 28, 2011 (the
Offer to Purchase
), and the related letter of transmittal. A copy of the Offer to Purchase is filed with the Tender
Offer Statement on Schedule TO (which, together with any amendments and supplements thereto, collectively constitute the
Schedule TO
) filed by Statoil with the Securities and Exchange Commission (the
Commission
) on October 28, 2011 as Exhibit (a)(1)(A), and a copy of the related letter of transmittal is filed with the Schedule TO as Exhibit (a)(1)(B).
The information set forth in the Offer to Purchase under the following captions is incorporated herein by reference:
SUMMARY TERM SHEET
INTRODUCTION
THE TENDER OFFER Section 11 (The Merger
Agreement; Other Agreements)
THE TENDER OFFER Section 12 (Purpose of the Offer; Plans for
Brigham)
THE TENDER OFFER Section 13 (Certain Effects of the Offer)
THE TENDER OFFER Section 14 (Dividends and Distributions)
The initial offering period for the Offer expired at 12:00 midnight, New York City time, at the end of Wednesday, November 30, 2011.
The subsequent offering period for the Offer expired at 12:00 midnight, New York City time, at the end of Wednesday, December 7, 2011. The Depositary has advised Statoil and Purchaser that 109,400,549 Shares were validly tendered in the Offer
prior to the expiration of the subsequent offering period, which, when combined with the 6,249,857 Shares that were issued to Purchaser on December 5, 2011 pursuant to a Subscription Agreement by and between Brigham and Purchaser, represents
more than 92.6% of Brighams outstanding Shares as of December 7, 2011. All Shares validly tendered have been accepted for payment and have been or will be promptly paid for in accordance with the terms and conditions of the Offer and
applicable law.
In accordance with the Merger Agreement, and as the final step of the acquisition process, Statoil and
Purchaser effected a short-form merger under Delaware law on December 8, 2011 (the
Effective Time
). As of the Effective Time, each Share issued and outstanding immediately prior to the Effective Time ceased to be
issued and outstanding and (other than Shares then owned by Statoil, Brigham or Purchaser or any of their respective direct and indirect, wholly owned subsidiaries and Shares that are held by any stockholders who properly demand appraisal in
connection with the merger) was converted into the right to receive an amount in cash equal to $36.50, without interest thereon and less any applicable withholding taxes. Brigham survived the merger and became an indirect, wholly owned subsidiary of
Statoil. Following the merger, the Shares will be delisted and will cease to trade on the NASDAQ Global Select Market.
Except
as set forth in this Statement (including any information incorporated by reference) and in connection with the transaction described above, the Reporting Persons do not have any plan or proposal that relates to or would result in any of the
transactions described in subparagraphs (a) through (j) of Item 4 of Schedule 13D.
Item 5.
|
Interest in Securities of the Issuer
|
The Depositary has advised Statoil and Purchaser that 109,400,549 Shares were validly tendered in the Offer prior to the expiration of the subsequent offering period, which, when combined with the
6,249,857 Shares that were issued to Purchaser on December 5, 2011 pursuant to a Subscription Agreement by and between Brigham and Purchaser, represents more than 92.6% of Brighams outstanding Shares as of December 7, 2011. All
Shares validly tendered have been accepted for payment and have been or will be promptly paid for in accordance with the terms and conditions of the Offer and applicable law.
As of December 8, 2011, after the completion of the short-form merger described in
Item 4, the Reporting Persons beneficially own 124,790,624 Shares, representing 100% of the issued and outstanding shares of Brigham. The Reporting Persons each has shared voting and dispositive power of 100% of the Shares.
(c) The information set forth in Item 4 is incorporated herein by reference.
(d) To the knowledge of the Reporting Persons, no other person has the right to receive or the power to direct the receipt of dividends
from, or the proceeds of the sale of, securities covered by this Statement.
(e) Not applicable.
Item 6.
|
Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer
|
Except as set forth in Item 4, none of the Reporting Persons nor, to the best knowledge of the Reporting Persons, any person set
forth on Annex A hereto, has any contracts, arrangements, understandings or relationships (legal or otherwise) with any other person with respect to any securities of Brigham.
Item 7. Material to be Filed as Exhibits
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Exhibit No.
|
|
Description
|
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Exhibit 1
|
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Agreement and Plan of Merger, dated October 17, 2011, by and among Statoil ASA, Fargo Acquisition Inc. and Brigham Exploration Company (incorporated by reference to Exhibit 99.5 to
the Schedule TO-C filed by Statoil ASA with the Securities and Exchange Commission on October 17, 2011)
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Exhibit 2
|
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Offer to Purchase, dated October 28, 2011 (incorporated by reference to Exhibit (a)(1)(A) to the Schedule TO filed by Statoil ASA with the Securities and Exchange Commission on
October 28, 2011, as amended)
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Exhibit 3
|
|
Letter of Transmittal, dated October 28, 2011 (incorporated by reference to Exhibit (a)(1)(B) to the Schedule TO filed by Statoil ASA with the Securities and Exchange Commission on
October 28, 2011, as amended)
|
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Exhibit 4
|
|
Joint Filing Agreement dated December 9, 2011, by and among Statoil ASA, Statoil Petroleum AS, Statoil International Holding AS, Statoil Investment Americas AS, Statoil E&P
Americas LP, Statoil USA Properties Inc. and Fargo Acquisition Inc.
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SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief, each of the undersigned hereby certifies that the information set forth in this statement is true, complete and correct.
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Statoil ASA
|
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By:
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/s/ IRENE RUMMELHOFF
|
Name:
|
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Irene Rummelhoff
|
Title:
|
|
Attorney-in-Fact
|
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Statoil Petroleum AS
|
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By:
|
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/s/ JEFFREY C. ZARUBA
|
Name:
|
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Jeffrey C. Zaruba
|
Title:
|
|
Attorney-in-Fact
|
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Statoil International Holding AS
|
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By:
|
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/s/ JEFFREY C. ZARUBA
|
Name:
|
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Jeffrey C. Zaruba
|
Title:
|
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Attorney-in-Fact
|
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Statoil Investment Americas AS
|
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By:
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/s/ HELGE HALDORSEN
|
Name:
|
|
Helge Haldorsen
|
Title:
|
|
Vice President Strategy and Director
|
|
Statoil E&P Americas LP
|
|
|
By:
|
|
Statoil Americas Investments LLC, its general partner
|
|
|
By:
|
|
/s/ JEFFREY C. ZARUBA
|
Name:
|
|
Jeffrey C. Zaruba
|
Title:
|
|
Treasurer and Assistant Secretary
|
|
Statoil USA Properties Inc.
|
|
|
By:
|
|
/s/ ANDREW BYRON WINKLE
|
Name:
|
|
Andrew Byron Winkle
|
Title:
|
|
Vice President Asset Development
|
|
Fargo Acquisition Inc.
|
|
|
By:
|
|
/s/ IRENE RUMMELHOFF
|
Name:
|
|
Irene Rummelhoff
|
Title:
|
|
President
|
Date: December 9, 2011
ANNEX A
DIRECTORS AND EXECUTIVE OFFICERS OF REPORTING PERSONS
Set forth in the
table below are the name, business address, principal occupation or employment and the name, principal business and address of any corporation or other organization in which such employment is conducted, and citizenship of each director and
executive officer of each of the Reporting Persons. Unless otherwise noted, the business address of each director and executive officer of Statoil, Statoil Petroleum, Statoil International, Statoil Investment and Purchaser is Forusbeen 50, N-4035,
Stavanger, Norway, and the business address of each director and executive officer of Statoil E&P and Statoil USA is 2103 CityWest Blvd., Suite 800, Houston, Texas 77402. Statoil is an integrated energy company that is primarily engaged in oil
and gas exploration and production activities. Statoil is an integrated energy company that is primarily engaged in oil and gas exploration and production activities. Statoil Petroleum, Statoil International, Statoil Investment, Statoil E&P, and
Statoil USA are wholly owned subsidiaries of Statoil. Purchaser was formed solely for the purpose of effecting the transactions contemplated by the Merger Agreement (as defined in Item 4), and has not engaged in any activities except in
connection with such transactions.
Statoil Board of Directors
|
|
|
Board Member Name and
Country of Citizenship
|
|
Present Principal Occupation or Employment and
Business Address
|
Name: Svein Rennemo
Citizenship: Norwegian
|
|
Board Chair and Member of the Boards Compensation Committee,
Statoil ASA
April 2008 Present
|
|
|
|
|
Board Chair,
Tomra Systems
ASA
Drengsrudhagen 2
N-1372 Asker,
Norway
(Provider of Advanced Solutions Enabling Recovery and Recycling of Materials)
April 2009 Present
|
|
|
|
|
Board Chair,
Pharmaq
AS
Skogmo Industriområde,
N-7863 Overhalla, Norway
(Pharmaceutical Company
Supplying the Aquaculture Industry)
March 2009 Present
|
|
|
Name: Marit Arnstad
Citizenship: Norwegian
|
|
Deputy Board Chair and Member of the Boards Health,
Safety and Environment (HSE) and Ethics Committee,
Statoil ASA
October 2007 Present
|
|
|
|
|
Board Member,
Statoil
ASA
June 2006 Present
|
|
|
|
|
Lawyer,
Arntzen de Besche
Trondheim AS
Dyre Halses gate 1a
P.O.
Box 8853 Solsiden
N-7481 Trondheim, Norway
(Law Firm)
June 2009 Present
|
A-1
|
|
|
Board Member Name and
Country of Citizenship
|
|
Present Principal Occupation or Employment and
Business Address
|
|
|
Board Chair,
Norwegian
University of Science and Technology
NO-7491 Trondheim, Norway
(Norways Primary Institution for Educating the Nations Future Engineers and Scientists)
June 2005 Present
|
|
|
|
|
Board Chair,
Statskog
SF
P.O. Box 63 Sentrum
N-7801 Namsos,
Norway
(Norwegian State-Owned Land and Forest Enterprise)
September 2009 Present
|
|
|
|
|
Deputy Board Chair,
Polaris
Media ASA
P.O. Box 3200 Sluppen
N-7003 Trondheim, Norway
(Independent Media
Group)
October 2008 Present
|
|
|
|
|
Board Member,
Aker Seafoods
ASA
P.O. Box 1301 Vika
N-0112 Oslo,
Norway
(Fish Products Producer and Exporter)
April 2010 Present
|
|
|
Name: Lady Barbara Judge
Citizenship: American and British
|
|
Board Member and Member of the Boards Audit Committee,
Statoil ASA
September 2010 Present
|
|
|
|
|
Office address:
Eversheds
LLP
One Wood Street
EC2V London,
England
|
|
|
|
|
Board Chair,
UK Pension
Protection Fund
Knollys House
17
Addiscombe Road
Croydon
Surrey
CR0 6SR, England
(Statutory Fund Run by the Board of the Pension Protection Fund)
April 2010 Present
|
|
|
|
|
Board Member,
NV Bekaert
SA
President Kennedypark 18
BE-8500
Kortrijk, Belgium
(Global Technological and Market Leader in Advanced Solutions Based on Metal Transformation and Coatings)
May 2007 Present
|
A-2
|
|
|
Board Member Name and
Country of Citizenship
|
|
Present Principal Occupation or Employment and
Business Address
|
|
|
Board Member,
Magna
International Inc.
337 Magna Drive
Aurora, Ontario, Canada L4G 7K1
(Diversified
Automotive Supplier)
September 2007 Present
|
|
|
Name: Bjørn Tore Godal
Citizenship: Norwegian
|
|
Board Member and Member of the Boards Compensation Committee and the HSE and Ethics Committee,
Statoil ASA
September 2010
Present
|
|
|
|
|
Chairman of the Council,
Norwegian Defence University College
Akershus
Festning
N-0015 Oslo, Norway
(Educator of personnel in the Norwegian Defence)
September 2010 Present
|
|
|
Name: Roy Franklin
Citizenship: British
|
|
Board Member and Member of the Boards Audit Committee and Chair of the HSE and Ethics Committee,
Statoil ASA
October 2007
Present
|
|
|
|
|
Board Chair,
Keller Group
plc
Capital House 25 Chapel Street
London NW1 5DH, England
(London-based group
engineering company)
July 2007 Present (chair from 2009)
|
|
|
|
|
Board Member,
Santos
Ltd.
Ground Floor Santos Centre
60
Flinders Street
Adelaide
South
Australia 5000
(Oil and Gas Company)
September 2006 Present
|
|
|
|
|
Board Member,
Boart
Longyear Limited
10808 South River Front Parkway, Suite 600
South Jordan, Utah 84095
(Provider of Drilling Services and Equipment)
October 2010 Present
|
|
|
Name: Grace Reksten Skaugen
Citizenship: Norwegian
|
|
Board Member and Chair of the Boards Compensation Committee,
Statoil ASA
June 2002 Present
|
A-3
|
|
|
Board Member Name and
Country of Citizenship
|
|
Present Principal Occupation or Employment and
Business Address
|
|
|
Self-Employed Business Consultant,
Infovidi Board Services Limited / Infovidi Venture Ltd.
Lilleakerveien 2 E bld 8
N-0283 Oslo, Norway
(Consulting
Company)
August 2009 Present
|
|
|
|
|
Board Chair,
Entra Eiendom
AS
Biskop Gunnerus gate 14
P.O.
Box 3
N-0051 Oslo, Noway
(Property
Company)
October 2004 Present
|
|
|
|
|
Board Chair,
Ferd Holding
AS
Strandveien 50
P.O. Box
34
N-1324 Lysaker, Norway
(Privately-Owned Norwegian Industrial and Financial Group)
October 2009 Present
|
|
|
|
|
Board Chair,
Norsk
Institutt for Styremedlemmer
Lilleakerveien 2E bld 8
N-0283 Oslo, Norway
(Membership Organization for Board Members and Members of Election Committees
in Listed and State-Owned Companies)
March 2009 Present
|
|
|
|
|
Board Member,
Investor
AB
Arsenalsgatan 8C
SE-103
32
Stockholm, Sweden
(Industrial
Holding Company)
May 2006 Present
|
|
|
Name: Jakob Stausholm
Citizenship: Danish
|
|
Board Member and Member of the Boards Audit Committee,
Statoil ASA
July 2009 Present
|
|
|
|
|
Chair of the Boards Audit Committee,
Statoil ASA
September 2010 Present
|
|
|
|
|
Chief Financial Officer,
ISS A/S
Møntmestervej 31
2400 Copenhagen NV, Denmark
(Commercial Provider
of Facility Services)
September 2008 Present
|
A-4
|
|
|
Board Member Name and
Country of Citizenship
|
|
Present Principal Occupation or Employment and
Business Address
|
Name: Morten Svaan
Citizenship: Norwegian
|
|
Employee-Elected Board Member and Member of the Boards Audit Committee,
Statoil ASA
June 2004 Present
|
|
|
|
|
Held Various Positions within
Statoil ASA
September 1985
Present
|
|
|
Name: Lill-Heidi Bakkerud
Citizenship: Norwegian
|
|
Employee-Elected Board Member (including Full-time Employee Representative as the Leader of the Trade Union Industry Energys
Statoil Branch) and Member of the Boards HSE and Ethics Committee,
Statoil ASA
June 2004 Present
|
|
|
Name: Einar Arne Iversen
Citizenship: Norwegian
|
|
Employee-Elected Board Member,
Statoil ASA
June 2009 Present
|
|
|
|
|
Employee at Statoil ASA
June 1986 Present
|
Statoil Executive Officers
|
|
|
Executive Officer Name
and Country of Citizenship
|
|
Present Principal Occupation or Employment and
Business Address
|
Name: Helge Lund
Citizenship: Norwegian
|
|
President and Chief Executive Officer,
Statoil ASA
August 2004 Present
|
|
|
|
|
Board Member,
Nokia
Keilalahdentie 2-4
P.O. Box 226
FIN-00045 Nokia Group
Finland
(Global Telecommunications
Company)
May 2011 Present
|
|
|
Name: Øystein Michelsen
Citizenship: Norwegian
|
|
Executive Vice President, Development and Production Norway,
Statoil ASA
November 2008 Present
|
|
|
|
|
Senior Vice President, Operations North Cluster,
Statoil ASA
October 2007 Present
|
|
|
|
|
Board Member,
Oljeindustriens Landsforening
P.O. Box
8065
N-4068 Stavanger, Norway
(Norwegian Oil Industry Association)
January
2009 Present
|
A-5
|
|
|
Executive Officer Name
and Country of Citizenship
|
|
Present Principal Occupation or Employment and
Business Address
|
Name: Peter Mellbye
Citizenship: Norwegian
|
|
Executive Vice President, Development and Production International,
Statoil ASA
August 2004 Present
|
|
|
|
|
Board Member,
Energy Policy
Foundation of Norway
P.O. Box 2922 Solli
N-0230 Oslo, Norway
(Nonprofit Organization that Aims to Answer the Worlds Most Pressing
Energy Questions)
February 2002 Present
|
|
|
Name: William Maloney
Citizenship: American
|
|
Executive Vice President, Development and Production North America,
Statoil ASA
January 2011 Present
|
|
|
|
|
President,
Statoil USA
Properties Inc.
|
|
|
|
|
Board Member,
American
Association of Petroleum Geologists (AAPG) Corporate Advisory Board
P.O. Box 979
Tulsa, Oklahoma 74101
(Advises the AAPG Leadership on Matters of Strategy and
Direction)
March 2009 Present
|
|
|
|
|
Board Member,
American
Petroleum Institute
1220 L Street, NW
Washington, DC 20005
(National Trade Association
Representing Americas Oil and Natural Gas Industry)
February 2011 Present
|
|
|
Name: Eldar Sætre
Citizenship: Norwegian
|
|
Executive Vice President, Marketing, Processing and Renewable Energy,
Statoil ASA
October 2003 Present
|
|
|
|
|
Board Member,
Strømberg Gruppen AS
Fjøsangerveien 70 A
N-5068 Bergen,
Norway
(Real estate leasing company)
July 2006 Present
|
A-6
|
|
|
Executive Officer Name
and Country of Citizenship
|
|
Present Principal Occupation or Employment and
Business Address
|
|
|
Board Member,
Trucknor
AS
Heiane 4
N-5131 Nyborg,
Norway
(Authorized Dealer and Service Center for Volvo Trucks and Buses)
November 2005 Present
|
|
|
Name: Margareth Øvrum
Citizenship: Norwegian
|
|
Executive Vice President, Technology, Projects and Drilling,
Statoil ASA
September 2004 Present
|
|
|
|
|
Board Member,
Atlas Copco
AB
Sickla Industriväg 19, Nacka
SE-105 23 Stockholm, Sweden
(Industrial Group
with World-Leading Positions in Compressors, Construction and Mining Equipment, Power Tools and Assembly Systems)
April 2008
Present
|
|
|
|
|
Board Member,
Ratos
AB
P.O. Box 1661
SE-111 96 Stockholm,
Sweden
(Listed Private Equity Conglomerate)
May 2009 Present
|
|
|
Name: Timothy Dodson
Citizenship: British
|
|
Executive Vice President, Exploration,
Statoil ASA
January 2011 Present
|
|
|
Name: John Knight
Citizenship: British
|
|
Executive Vice President, Global Strategy and Business Development,
Statoil ASA
January 2011 Present
|
|
|
Name: Tove Stuhr Sjøblom
Citizenship: Canadian, Norwegian
|
|
Executive Vice President, Chief Staff Officer,
Statoil USA
January 2011 Present
|
|
|
Name: Torgrim Reitan
Citizenship: Norwegian
|
|
Executive Vice President and Chief Financial Officer,
Statoil ASA
January 2011 Present
|
|
|
|
|
Chairman,
Statoil Petroleum
AS
|
Statoil Petroleum Board of Directors
|
|
|
Board Member Name and
Country of Citizenship
|
|
Present Principal Occupation or Employment and
Business Address
|
Name: Torgrim Reitan
Citizenship: Norwegian
|
|
Chairman,
Statoil Petroleum
AS
|
A-7
|
|
|
Board Member Name and
Country of Citizenship
|
|
Present Principal Occupation or Employment and
Business Address
|
|
|
Executive Vice President and Chief Financial Officer,
Statoil ASA
January 2011 Present
|
|
|
Name: Odd Helge Bruvik
Citizenship: Norwegian
|
|
Director,
Statoil Petroleum
AS
|
|
|
|
|
Manager Tax,
Statoil
ASA
|
|
|
Name: Asleiv Jon Brandsøy
Citizenship: Norwegian
|
|
Director,
Statoil Petroleum
AS
|
|
|
|
|
General Manager,
Statoil
Petroleum AS
|
|
|
|
|
Controller Finance & Control,
Statoil ASA
|
|
|
Name: Nina Birgitte Koch
Citizenship: Norwegian
|
|
Director,
Statoil Petroleum
AS
|
|
|
|
|
Senior Vice President Finance & Control,
Statoil ASA
|
|
|
Name: Hans Henrik Klouman
Citizenship: Norwegian
|
|
Director,
Statoil Petroleum
AS
|
|
|
|
|
General Counsel,
Statoil
ASA
|
Statoil Petroleum Executive Officers
|
|
|
Executive Officer Name
and Country of Citizenship
|
|
Present Principal Occupation or Employment and
Business Address
|
Name: Asleiv Jon Brandsøy
Citizenship: Norwegian
|
|
General Manager,
Statoil
Petroleum AS
|
|
|
|
|
Director,
Statoil Petroleum
AS
|
|
|
|
|
Controller Finance & Control,
Statoil ASA
|
Statoil International Board of Directors
|
|
|
Board Member Name and
Country of Citizenship
|
|
Present Principal Occupation or Employment and
Business Address
|
Name: Kjell Fuglestad
Citizenship: Norwegian
|
|
Chairman,
Statoil
International Holding AS
|
|
|
|
|
Vice President Finance,
Statoil ASA
|
A-8
|
|
|
Board Member Name and
Country of Citizenship
|
|
Present Principal Occupation or Employment and
Business Address
|
Name: Finn Lexow
Citizenship: Norwegian
|
|
Director,
Statoil
International Holding AS
|
|
|
|
|
Senior Vice President Tax,
Statoil ASA
|
|
|
Name: Brit Kvia
Citizenship: Norwegian
|
|
Director,
Statoil
International Holding AS
|
|
|
|
|
Manager Accounting,
Statoil ASA
|
|
|
Name: Siv Helen Rygh Torstensen
Citizenship: Norwegian
|
|
Director,
Statoil
International Holding AS
|
|
|
|
|
Vice President Legal,
Statoil ASA
|
Statoil International Executive Officers
|
|
|
Executive Officer Name
and Country of Citizenship
|
|
Present Principal Occupation or Employment and
Business Address
|
Name: Lise Lunde
Citizenship: Norwegian
|
|
General Manager,
Statoil
International Holding AS
|
|
|
|
|
Head of Internal Treasury Management,
Statoil ASA
|
Statoil Investment Board of Directors
|
|
|
Board Member Name and
Country of Citizenship
|
|
Present Principal Occupation or Employment and
Business Address
|
Name: Øivind Reinertsen
Citizenship: Norwegian
|
|
Director,
Statoil
Investment Americas AS
|
|
|
|
|
President,
Statoil
Investment Americas AS
|
|
|
|
|
Director,
Statoil Americas
Investments LLC
|
|
|
|
|
President,
Statoil Americas
Investments LLC
|
|
|
|
|
Senior Vice President, Utsira High Development in Field Development, Development and Production Norway,
Statoil ASA
|
|
|
Name: Jason Nye
Citizenship: American
|
|
Director,
Statoil
Investment Americas AS
|
|
|
|
|
Director,
Statoil Americas
Investments LLC
|
A-9
|
|
|
Board Member Name and
Country of Citizenship
|
|
Present Principal Occupation or Employment and
Business Address
|
|
|
Director,
Statoil USA
Properties Inc.
|
|
|
|
|
Director,
Fargo Acquisition
Inc.
October 2011 Present
|
|
|
|
|
Vice President, Finance & Control, Development and
Production North America
Statoil ASA
January 2011 Present
|
|
|
Name: Helge Haldorsen
Citizenship: Norway
|
|
Director,
Statoil Investment
Americas AS
|
Statoil Investment Executive Officers
|
|
|
Executive Officer Name
and Country of Citizenship
|
|
Present Principal Occupation or Employment and
Business Address
|
Name: Kristoffer Mikal Marø
Citizenship: Norwegian
|
|
General Manager,
Statoil
ASA
|
|
|
|
|
Controller Finance & Control,
Statoil ASA
|
Statoil E&P Board of Directors
Statoil E&P has no directors because its general partner, Statoil Americas Investments LLC, acts on its behalf. Statoil Americas Investments LLC is a Delaware limited liability company and a direct,
wholly owned subsidiary of Statoil Investment (
Statoil Americas
). The business address of each director of Statoil Americas is 2103 CityWest Blvd., Suite 800, Houston, Texas 77402. Set forth in the table below are the name,
business address, principal occupation or employment and the name, principal business and address of any corporation or other organization in which such employment is conducted, and citizenship of each director of Statoil Americas.
|
|
|
Board Member Name and
Country of Citizenship
|
|
Present Principal Occupation or Employment and
Business Address
|
Name: Timothy Dodson
Citizenship: British
|
|
Director,
Statoil Americas
Investments LLC
|
|
|
|
|
Executive Vice President, Exploration,
Statoil ASA
January 2011 Present
|
|
|
Name: Jason Nye
Citizenship:
American
|
|
Director,
Statoil Americas
Investments LLC
|
|
|
|
|
Director,
Statoil Investment
Americas AS
|
|
|
|
|
Director,
Statoil USA
Properties Inc.
|
|
|
|
|
Director,
Fargo Acquisition
Inc.
October 2011 Present
|
A-10
|
|
|
Board Member Name and
Country of Citizenship
|
|
Present Principal Occupation or Employment and
Business Address
|
|
|
Vice President, Finance & Control, Development and Production North America
Statoil ASA
January 2011 Present
|
|
|
Name: Øivind Reinertsen
Citizenship: Norwegian
|
|
Director,
Statoil Americas
Investments LLC
|
|
|
|
|
President,
Statoil Americas
Investments LLC
|
|
|
|
|
Director,
Statoil Investment
Americas AS
|
|
|
|
|
President,
Statoil Investment
Americas AS
|
|
|
|
|
Senior Vice President, Utsira High Development in Field
Development, Development and Production Norway,
Statoil ASA
|
Statoil E&P Executive Officers
Statoil E&P has no executive officers because its general partner, Statoil Americas, acts on its behalf. Set forth in the table below are the name, business address, principal occupation or employment
and the name, principal business and address of any corporation or other organization in which such employment is conducted, and citizenship of each executive officer of Statoil Americas.
|
|
|
Executive Officer Name
and Country of Citizenship
|
|
Present Principal Occupation or Employment and
Business Address
|
Name: Øivind Reinertsen
Citizenship: Norwegian
|
|
President,
Statoil Americas
Investments LLC
|
|
|
|
|
Director,
Statoil Americas
Investments LLC
|
|
|
|
|
Director,
Statoil Investment
Americas AS
|
|
|
|
|
President,
Statoil Investment
Americas AS
|
|
|
|
|
Senior Vice President, Utsira High Development in Field
Development, Development and Production Norway,
Statoil ASA
|
|
|
Name: Anthony Doré
Citizenship: British
|
|
Vice President,
Statoil
Americas Investments LLC
|
|
|
|
|
Vice President,
Statoil Global
New Ventures
|
|
|
Name: Trygve Flack
Citizenship: Norwegian
|
|
Vice President Chief Financial Officer,
Statoil Americas Investments LLC
|
A-11
|
|
|
Executive Officer Name
and Country of Citizenship
|
|
Present Principal Occupation or Employment and
Business Address
|
|
|
Corporate Controller,
Statoil
DPI/DPNA
|
|
|
Name: Lars Havardsholm
Citizenship: Norwegian
|
|
Vice President Field Development,
Statoil Americas Investments LLC
|
|
|
Name: Ole Preben Berget
Citizenship: Norwegian
|
|
Vice President Operations,
Statoil Americas Investments LLC
|
|
|
Name: Jeffrey C. Zaruba
Citizenship: American
|
|
Treasurer and Assistant Secretary,
Statoil Americas Investments LLC
|
|
|
Name: Paul R. Owen
Citizenship: American
|
|
Secretary and General Counsel,
Statoil Americas Investments LLC
|
|
|
|
|
General Counsel and Secretary,
Statoil USA Properties Inc.
|
|
|
|
|
Secretary and Vice President, Legal,
Fargo Acquisition Inc.
October 2011 Present
|
|
|
|
|
Managing Counsel, Upstream USA and North America,
Statoil ASA
January 2008 Present
|
|
|
Name: James R. Meek
Citizenship: American
|
|
Vice President,
Statoil
Americas Investments LLC
|
|
|
Name: William Raymond Moore III
Citizenship: American
|
|
Land Manager,
Statoil Americas
Investments LLC
|
|
|
Name: Charles OBrien
Citizenship: American
|
|
Assistant Secretary,
Statoil
Americas Investments LLC
|
|
|
|
|
General Counsel,
Statoil North
America Inc.
|
Statoil USA Board of Directors
|
|
|
Board Member Name and
Country of Citizenship
|
|
Present Principal Occupation or Employment and
Business Address
|
Name: Andrew Byron Winkle
Citizenship: British
|
|
Director,
Statoil USA
Properties Inc.
|
|
|
|
|
Vice President Asset Development,
Statoil USA Properties Inc.
|
|
|
|
|
Director,
Fargo Acquisition
Inc.
October 2011 Present
|
A-12
|
|
|
Board Member Name and
Country of Citizenship
|
|
Present Principal Occupation or Employment and
Business Address
|
|
|
Vice President, United States Onshore,
Statoil ASA
January 2009 Present
|
|
|
Name: Kathy Kanocz
Citizenship: American
|
|
Director,
Statoil USA
Properties Inc.
|
|
|
|
|
Director,
Fargo Acquisition
Inc.
October 2011 Present
|
|
|
|
|
Vice President, HSE,
Statoil
Development, Production North America,
Statoil ASA
January 2011 Present
|
|
|
Name: Jason Nye
Citizenship:
American
|
|
Director,
Statoil USA
Properties Inc.
|
|
|
|
|
Director,
Statoil Investment
Americas AS
|
|
|
|
|
Director,
Statoil Americas
Investments LLC
|
|
|
|
|
Director,
Fargo Acquisition
Inc.
October 2011 Present
|
|
|
|
|
Vice President, Finance & Control, Development and
Production North America
Statoil ASA
January 2011 Present
|
Statoil USA Executive Officers
|
|
|
Executive Officer Name
and Country of Citizenship
|
|
Present Principal Occupation or Employment and
Business Address
|
Name: William Maloney
Citizenship: American
|
|
President,
Statoil USA
Properties Inc.
|
|
|
|
|
Executive Vice President, Development and Production
North America,
Statoil ASA
January 2011 Present
|
|
|
|
|
Board Member,
American
Association of Petroleum Geologists (AAPG)
Corporate Advisory Board
P.O. Box 979
Tulsa, Oklahoma 74101
(Advises the AAPG Leadership on Matters of Strategy and
Direction)
March 2009 Present
|
A-13
|
|
|
Executive Officer Name
and Country of Citizenship
|
|
Present Principal Occupation or Employment and
Business Address
|
|
|
Board Member,
American
Petroleum Institute
1220 L Street, NW
Washington, DC 20005
(National Trade Association
Representing Americas Oil
and Natural Gas Industry)
February 2011 Present
|
|
|
Name: Andrew Byron Winkle
Citizenship: British
|
|
Vice President Asset Development,
Statoil USA Properties Inc.
|
|
|
|
|
Director,
Statoil USA
Properties Inc.
|
|
|
|
|
Director,
Fargo Acquisition
Inc.
October 2011 Present
|
|
|
|
|
Vice President, United States Onshore,
Statoil ASA
January 2009 Present
|
|
|
Name: Richard Todd Sandig
Citizenship: American
|
|
Vice President Chief Financial Officer,
Statoil USA Properties Inc.
|
|
|
|
|
Vice President Finance & Control,
Statoil
|
|
|
Name: Veronica H. Roa
Citizenship: American
|
|
Vice President Land,
Statoil USA Properties Inc.
|
|
|
|
|
Vice President Land, Development and Production
North America,
Statoil USA Onshore
|
|
|
Name: Per Haaland
Citizenship:
Norwegian
|
|
Vice President Operations,
Statoil USA Properties Inc.
|
|
|
|
|
Vice President,
Statoil USA
Onshore
|
|
|
Name: Michele OCallaghan
Citizenship: Irish
|
|
Vice President Subsurface,
Statoil USA Properties Inc.
|
|
|
|
|
Vice President Subsurface, Development and Production
North America,
Statoil USA Onshore
|
|
|
Name: Stephen Bull
Citizenship: British
|
|
Vice President Commercial,
Statoil USA Properties Inc.
|
|
|
|
|
Vice President,
Statoil
|
|
|
Name: Shawna Kelley Shelor
Citizenship: American
|
|
Vice President Human Resources,
Statoil USA Properties Inc.
|
A-14
|
|
|
Executive Officer Name
and Country of Citizenship
|
|
Present Principal Occupation or Employment and
Business Address
|
|
|
Head of Human Resources,
Statoil USA Onshore and USA Offshore
|
Name: Irene Rummelhoff
Citizenship: Norwegian
|
|
Vice President Business Development,
Statoil USA Properties Inc.
|
|
|
|
|
President,
Fargo Acquisition
Inc.
October 2011 Present
|
|
|
|
|
Senior Vice President, Strategy and Business Development
North America,
Statoil ASA
January 2011 Present
|
|
|
Name: Paul R. Owen
Citizenship: American
|
|
General Counsel and Secretary,
Statoil USA Properties Inc.
|
|
|
|
|
Secretary and General Counsel,
Statoil Americas Investments LLC
|
|
|
|
|
Secretary and Vice President, Legal,
Fargo Acquisition Inc.
October 2011 Present
|
|
|
|
|
Managing Counsel, Upstream USA and North America,
Statoil ASA
January 2008 Present
|
|
|
Name: Martin Pastore
Citizenship: American
|
|
Vice President Tax,
Statoil USA Properties Inc.
|
|
|
|
|
Vice President Tax,
Statoil North America Inc.
|
Purchaser Board of Directors
|
|
|
Board Member Name and
Country of Citizenship
|
|
Present Principal Occupation or Employment and
Business Address
|
Name: Kathy Kanocz
Citizenship: American
|
|
Director,
Fargo Acquisition
Inc.
October 2011 Present
|
|
|
|
|
Director,
Statoil USA
Properties Inc.
|
|
|
|
|
Vice President, HSE,
Statoil
Development, Production North America,
Statoil ASA
January 2011 Present
|
|
|
Name: Jason Nye
Citizenship:
American
|
|
Director,
Fargo Acquisition
Inc.
October 2011 Present
|
|
|
|
|
Director,
Statoil Investment
Americas AS
|
A-15
|
|
|
Board Member Name and
Country of Citizenship
|
|
Present Principal Occupation or Employment and
Business Address
|
|
|
Director,
Statoil Americas
Investments LLC
|
|
|
|
|
Director,
Statoil USA
Properties Inc.
|
|
|
|
|
Vice President, Finance & Control, Development and
Production North America
Statoil ASA
January 2011 Present
|
|
|
Name: Andrew Byron Winkle
Citizenship: British
|
|
Director,
Fargo Acquisition
Inc.
October 2011 Present
|
|
|
|
|
Director,
Statoil USA
Properties Inc.
|
|
|
|
|
Vice President Asset Development,
Statoil USA Properties Inc.
|
|
|
|
|
Vice President, United States Onshore,
Statoil ASA
January 2009 Present
|
Purchaser Executive Officers
|
|
|
Executive Officer Name
and Country of Citizenship
|
|
Present Principal Occupation or Employment and
Business Address
|
Name: Irene Rummelhoff
Citizenship: Norwegian
|
|
President,
Fargo Acquisition
Inc.
October 2011 Present
|
|
|
|
|
Vice President Business Development,
Statoil USA Properties Inc.
|
|
|
|
|
Senior Vice President, Strategy and Business Development
North America,
Statoil ASA
January 2011 Present
|
|
|
Name: Paul R. Owen
Citizenship: American
|
|
Secretary and Vice President, Legal,
Fargo Acquisition Inc.
October 2011 Present
|
|
|
|
|
Secretary and General Counsel,
Statoil Americas Investments LLC
|
|
|
|
|
General Counsel and Secretary,
Statoil USA Properties Inc.
|
|
|
|
|
Managing Counsel, Upstream USA and North America,
Statoil ASA
January 2008 Present
|
A-16
Brigham Exploration (MM) (NASDAQ:BEXP)
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Brigham Exploration (MM) (NASDAQ:BEXP)
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