Battalion Oil Corp Enters Material Definitive Agreement

TL;DR

Battalion Oil Corp just signed a big deal, details to come.

AI Summary

On August 23, 2024, Battalion Oil Corporation entered into a material definitive agreement, the details of which are not fully disclosed in this initial filing. The company, incorporated in Delaware with its principal office in Houston, Texas, is involved in the crude petroleum and natural gas industry.

Why It Matters

This filing indicates a significant new agreement for Battalion Oil Corp, which could impact its future operations, financial performance, and strategic direction.

Risk Assessment

Risk Level: medium — The filing indicates a material definitive agreement, but the lack of specific details about the terms and implications introduces uncertainty.

Key Players & Entities

• Battalion Oil Corporation (company) — Registrant
• Halcon Resources Corp (company) — Former company name
• Ram Energy Resources Inc (company) — Former company name
• Tremisis Energy Acquisition Corp (company) — Former company name
• August 23, 2024 (date) — Date of earliest event reported

FAQ

Key Financial Figures

• $0.0001 B — ich registered Common Stock par value $0.0001 BATL NYSE American Indicate by check

Filing Documents

• batl-20240823x8k.htm (8-K) — 47KB
• batl-20240823xex10d1.htm (EX-10.1) — 115KB
• 0001558370-24-012514.txt ( ) — 302KB
• batl-20240823.xsd (EX-101.SCH) — 4KB
• batl-20240823_def.xml (EX-101.DEF) — 3KB
• batl-20240823_lab.xml (EX-101.LAB) — 17KB
• batl-20240823_pre.xml (EX-101.PRE) — 11KB
• batl-20240823x8k_htm.xml (XML) — 5KB

01

Item 1.01 Entry into a Material Definitive Agreement Fourth Amendment to Credit Agreement On August 23, 2024, Battalion Oil Corporation, a Delaware corporation (the " Company "), and its wholly owned subsidiary, Halcn Holdings, LLC (the " Borrower ") entered into a Fourth Amendment (the " Fourth Amendment ") to its Amended and Restated Senior Secured Credit Agreement dated as of November 24, 2021 (as the same has been amended, restated, amended and restated, supplemented and modified from time to time prior to the date hereof, the " Credit Agreement "), by and among, inter alios , the Company, the Borrower, Macquarie Bank Limited, as administrative agent and certain other financial institutions party thereto, as lenders. The Fourth Amendment amended the Credit Agreement to allow for a Current Ratio (as defined in the Credit Agreement), of "0.90 to 1.00" for the fiscal quarter ending September 30, 2024. The foregoing description of the Fourth Amendment does not purport to be complete and is qualified in its entirety by the terms and conditions of the Amendment. A copy of the Amendment is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference. Important Information for Investors and Stockholders This communication is being made in respect of the proposed transaction involving the Company and Parent. In connection with the proposed transaction, the Company intends to file the relevant materials with the SEC, including a proxy statement on Schedule 14A and a transaction statement on Schedule 13e-3 (the " Schedule 13e-3 "). Promptly after filing its definitive proxy statement with the SEC, the Company will mail the definitive proxy statement and a proxy card to each stockholder of the Company entitled to vote at the special meeting relating to the proposed transaction. This communication is not a substitute for the proxy statement, the Schedule 13e-3 or any other document that the Company may file with the SEC or send t

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 statements are often identified by the use of words such as "anticipates," "believes," "estimates," "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 2 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, limita

Financial Statements and Exhibits

Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 10.1 Fourth Amendment to Amended and Restated Senior Secured Credit Agreement dated as of August 23, 2024, by and among Halcn Holdings, LLC, as borrower, Macquarie Bank Limited, as administrative agent and the lenders party hereto, the guarantors party hereto and Battalion Oil Corporation, as holdings. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). 3 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has caused this report to be signed on its behalf by the undersigned hereunto duly authorized. BATTALION OIL CORPORATION August 28, 2024 By: /s/ Matthew B. Steele Name: Matthew B. Steele Title: Chief Executive Officer 4

View Full Filing

View this 8-K filing on SEC EDGAR