Exhibit 99.1

Contango Oil & Gas Company and Mid-Con Energy Partners, LP Announce Strategic Merger Continuing

Contango’s Consolidation Strategy; Contango Announces Related Increase in Borrowing Base

FORT WORTH, TX, and TULSA, OK, October 26, 2020 – Contango Oil & Gas Company (“Contango”) (NYSE American: MCF) and

Mid-Con Energy Partners, LP (“Mid-Con”) (NASDAQ: MCEP) today announced they have entered into an agreement to combine in an all-stock merger transaction. The combination continues Contango’s consolidation strategy, increases its exposure to oil reserves at an attractive price, increases corporate margins via scale and further cost rationalization, and amplifies Contango’s ability to play offense amid the dislocation in the sector, while providing Mid-Con’s unitholders with greater liquidity, financial stability and opportunities for growth on a larger platform.

HIGHLIGHTS

 

 

Acquisition of PDP heavy reserves by Contango at an attractive unlevered return

 

 

Accretive to Contango’s reserve base

 

 

Mid-Con’s assets oil weighted with low production decline profile, complementing Contango’s higher production and cash flow profile

 

 

Leverages Contango’s familiarity with Mid-Con’s assets and operations via Mid-Con’s Management Services Agreement

 

 

Offers Mid-Con’s unitholders enhanced liquidity, financial stability and opportunities for growth through a larger platform

 

 

Further cost rationalization expected to be realized via consolidation of the entities

 

 

Immediate free cash flow accretion(1)

 

 

Enhanced liquidity for the combined entity

 

 

Maintains strong balance sheet and low leverage profile of Contango

 

 

Maintains simple capital structure comprised of bank debt and common equity

 

 

Adds PUD inventory with low CAPEX requirement with opportunity for near term conversion to PDP

TRANSACTION DETAILS

Under the terms of the merger agreement, Mid-Con unitholders will receive 1.75 shares of Contango common stock for each Mid-Con common unit owned, representing a 5 percent premium based on a 15-day volume weighted average price. This exchange ratio implies an enterprise value for the combined entity in excess of $400 million based on Friday’s closing price. Upon completion of the merger and closing of the concurrently announced private placement of Contango common stock, Contango shareholders will own approximately 87 percent of the combined company and Mid-Con unitholders will own approximately 13 percent of the combined company on a fully diluted basis.

The transaction, which is expected to close in late 2020 or early 2021, has been unanimously approved by the conflicts committee of the board of directors of Mid-Con and by the full board of directors of Mid-Con, and by the disinterested directors of the board of directors of Contango. Voting agreements have been signed by over 50% of holders on both sides of the transaction, including Goff Capital. The closing is subject to customary shareholder and unitholder approvals and other customary conditions to closing. Contango’s senior management team will run the combined company, and Contango’s board of directors will remain intact. The combined company will be headquartered in Fort Worth, TX but will continue to maintain a presence in both the Houston and Oklahoma markets.


The following information was filed by Contango Oil Gas Co (MCF) on Monday, October 26, 2020 as an 8K 2.02 statement, which is an earnings press release pertaining to results of operations and financial condition. It may be helpful to assess the quality of management by comparing the information in the press release to the information in the accompanying 10-Q Quarterly Report statement of earnings and operation as management may choose to highlight particular information in the press release.

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