Battalion Oil Corp Files 8-K for Other Event

TL;DR

BATT filed an 8-K for an 'Other Event' - details TBD, could be anything.

AI Summary

On May 3, 2024, Battalion Oil Corporation (BATT) filed an 8-K to report an "Other Event." The filing does not contain specific details about the event itself, but it indicates a material update is being disclosed by the company. Further information regarding the nature and implications of this event is not provided in the initial filing.

Why It Matters

This filing signals a significant, undisclosed event at Battalion Oil Corporation that could impact its operations, financial standing, or strategic direction.

Risk Assessment

Risk Level: medium — The filing indicates a material event has occurred, but the lack of specific details creates uncertainty and potential risk for investors.

Key Players & Entities

• Battalion Oil Corporation (company) — Registrant
• May 3, 2024 (date) — Filing Date

FAQ

Key Financial Figures

• $0.0001 B — ich registered Common Stock par value $0.0001 BATL NYSE American Indicate by check
• $160 million — of equity financing to Parent equal to $160 million. Of such $160 million equity financing
• $10 million — 0 million equity financing commitments, $10 million has been drawn by Parent and was used t
• $9,999,999.99 — filed with the SEC on January 24, 2024, $9,999,999.99 of such $10 million deposit was release
• $150 million — 23, 2024. With respect to the remaining $150 million of equity financing commitments, under
• $200 million — ate amount of equity financing equal to $200 million and the other parties to such Equity Fi

Filing Documents

• tm2413459d1_8k.htm (8-K) — 36KB
• 0001104659-24-056676.txt ( ) — 210KB
• batl-20240503.xsd (EX-101.SCH) — 3KB
• batl-20240503_lab.xml (EX-101.LAB) — 33KB
• batl-20240503_pre.xml (EX-101.PRE) — 22KB
• tm2413459d1_8k_htm.xml (XML) — 4KB

01 Other Events

Item 8.01 Other Events This Current Report on Form 8-K refers to that certain Agreement and Plan of Merger, dated December 14, 2023 (as amended from time to time, " Merger Agreement "), by and among Battalion Oil Corporation, a Delaware corporation (the " Company " or " we "), Fury Resources, Inc., a Delaware corporation (" Parent "), and San Jacinto Merger Sub, Inc., a Delaware corporation and a direct, wholly owned subsidiary of Parent (" Merger Sub "). As disclosed in the Company's Current Report on Form 8-K filed with the Securities and Exchange Commission (the " SEC ") on April 29, 2024, Parent failed to deliver binding contracts (each such contract, individually, an " Equity Financing Subscription Agreement ") entered into by Parent or its affiliates, which would provide for equity financing for the transaction that would, when taken together with the aggregate proceeds obtained from other sources of financing available to Parent, be sufficient for Parent to consummate the transactions contemplated by the Merger Agreement and pay all related fees and expenses (such financing, the " Sufficient Financing ", and the contracts evidencing Sufficient Financing, collectively, " Qualifying Additional Financing Documents ") by 5:00 p.m. Central Time on April 26, 2024 (the " Deadline "). Under the terms of the Merger Agreement, the Company has the right to terminate the Merger Agreement as a result of Parent's failure to deliver Qualifying Additional Financing Documents by the Deadline (the " QAFD Termination Right "). As of 7:00 a.m. Central Time on May 3, 2024, Parent has not delivered all of the Qualifying Additional Financing Documents evidencing the Sufficient Financing. However, as of 7:00 a.m. Central Time on May 3, 2024, Parent has provided the Company with Equity Financing Subscription Agreements evidencing agreements by the financing sources party thereto to provide an aggregate amount of equity financing to Parent equal to $160 million. Of such $160 milli

Forward-Looking Statements

Forward-Looking Statements All statements and assumptions in this communication that do not directly and exclusively relate to historical facts could be deemed "forward-looking statements." Forward-looking "expects," "may," "could," "should," "forecast," "goal," "intends," "objective," "plans," "projects," "strategy," "target" and "will" and similar words and terms or variations of such. These statements represent current intentions, expectations, beliefs or projections, and no assurance can be given that the results described in such statements will be achieved. Forward-looking statements include, among other things, statements about the potential benefits of the proposed transaction; the prospective performance and outlook of the Company's business, performance and opportunities; the ability of the parties to complete the proposed transaction and the expected timing of completion of the proposed transaction; as well as any assumptions underlying any of the foregoing. Such statements are subject to numerous assumptions, risks, uncertainties and other factors that could cause actual results to differ materially from those described in such statements, many of which are outside of the Company's control. Important factors that could cause actual results to differ materially from those described in forward-looking statements include, but are not limited to, (i) the risk that the proposed transaction may not be completed in a timely manner or at all; (ii) the failure to receive, on a timely basis or otherwise, the required approvals of the proposed transaction by the Company's stockholders; (iii) the possibility that any or all of the various conditions to the consummation of the proposed transaction may not be satisfied or waived, including the failure to receive any required regulatory approvals from any applicable governmental entities (or any conditions, limitations

View Full Filing

View this 8-K filing on SEC EDGAR