BATTALION OIL CORP

Battalion bought out preferred holder Gen IV Investment Opportunities entirely: it repurchased Gen IV's Series A and Series A-1 preferred shares for $19.0 million cash, while Gen IV converted its remaining Series A-1/A-2/A-3/A-4 preferred into about 3.49 million common shares - after which Gen IV holds no preferred stock at all. Gen IV also agreed to a 12-month voting-support and lock-up commitment, meaningfully simplifying Battalion's capital structure.

capital raising announcement

Battalion refinanced again, entering a Third Amended and Restated Credit Agreement with Fortress Credit Corp for a $162.5 million term loan that continues and re-evidences its existing secured debt under updated terms.

material agreement

Battalion closed an all-stock deal to acquire about 7,090 net acres in Ward County from RoadRunner Resource Holding (formerly its joint-venture partner Sundown Energy), issuing 485,000 shares; the acreage adjoins its Monument Draw position, adds roughly 30 drilling locations, and is supported by a new sour-gas treating arrangement with Targa Resources.

asset acquisition disposition

Battalion agreed to buy about 7,090 net acres in Ward County, Texas from RoadRunner Resource Holding (formerly its JV partner Sundown Energy), paying entirely in stock - 485,000 restricted shares - rather than cash.

capital raising announcement

Battalion raised $15.0 million from an outside institutional investor (via placement agent Roth Capital Partners) - 1.8 million shares plus pre-funded warrants at $5.50/share - its first real outside-investor capital raise since the Fury Resources deal collapsed, signaling renewed market access beyond the insider-preferred lifeline.

capital raising announcement

Battalion closed the West Quito Draw sale to MCM Delaware Resources for a cash-adjusted $60.1 million - less than a third of what it paid Shell for the same acreage in 2018 - using $40 million of the proceeds for a mandatory paydown on its Fortress credit facility.

asset acquisition disposition

Battalion terminated its gas-treating agreement with Wink Amine Treater after that facility sat offline since August 2025, shifting its Monument Draw gas to an alternate large-cap midstream provider whose recently expanded capacity is now processing over 30 MMcf/d (versus 17.4 MMcf/d in December) - lifting oil production by about 1,200 barrels a day month-to-date.

production update

Battalion agreed to sell substantially all of its West Quito Draw properties in Ward County, Texas - the same acreage it paid Shell $200 million for in 2018 - to MCM Delaware Resources for about $62.6 million, with proceeds earmarked to pay down its Fortress credit facility.

material agreement

NYSE American accepted Battalion's plan to fix its stockholders'-equity shortfall, giving the company until November 30, 2026 to execute it and stay listed.

listing compliance notice

NYSE American warned Battalion it no longer meets minimum stockholders'-equity listing standards, after the company reported negative equity of $1.8 million and losses in three of its last four fiscal years; Battalion must submit a compliance plan.

listing compliance notice

The final amendment closing out the Fury going-private filing confirmed the merger's termination and disclosed strong operating results in its place: a new Monument Draw drilling program running ahead of budget, two Vermejo wells producing above type-curve at 1,211 Boe/d, and its acid-gas-injection facility having processed over 5.1 billion cubic feet of sour gas.

business combination

Battalion drew an additional $63 million under its new Fortress-led credit facility just two weeks after closing it, adding Meritz and Fortress-affiliated lenders to the syndicate.

material agreement

One week after the Fury deal collapsed, Battalion refinanced again, replacing its Macquarie term loan with a new $162 million (plus incremental capacity) facility from Fortress Credit Corp - moving quickly to secure its standalone financial footing.

material agreement

A year to the week after signing, Battalion formally terminated the Fury Resources merger agreement after Fury again failed to close - ending a saga of seven amendments, three financing defaults and one price cut (from $9.80 to $7.00/share) without the deal ever completing.

material agreement termination

Battalion waived its right to walk away over a November 29, 2024 deadline so Fury could keep chasing 'Alternative Financing' - which, as of this filing, Fury still hadn't lined up.

business combination

Fury told Battalion it would miss yet another set of deadlines under the (by now seven-times-amended) merger agreement - the third round of financing defaults since the deal was first signed nearly a year earlier.

business combination

Battalion filed its definitive proxy for a Nov 19, 2024 stockholder vote on the Fury merger, now at $7.00 per share in cash instead of the original $9.80, after the Seventh Amendment of Sept 19, 2024. The $7.00 is 32.6% above the Dec 14, 2023 close of $5.28 and 129.5% above the $3.05 close on Sept 18, 2024. Gen IV Investment Opportunities joined Luminus and Oaktree as a party rolling over preferred stock, and the Lion Point preferred purchase agreement was terminated. The stock closed at $6.57 on Oct 18, 2024. This continues the deal, at a lower price than originally agreed.

business combination

The going-private disclosure was updated to reflect the repriced $7.00 deal and its new participants; separately, financing exhibits show Fury's acquisition vehicle lining up a $200 million secured term loan, with AI Partners Asset Management committing half of it - real financing progress, at the lower price.

business combination

Fury came back with a materially worse offer, and Battalion's special committee accepted it: the cash merger price was cut from $9.80 to $7.00 per share, a roughly 29% reduction, with the preferred-stock rollover structure also reworked to add Gen IV Investment Opportunities as another insider rolling equity into the buyer.

business combination

Battalion granted Fury yet another extension, pushing the merger's outside date from September 12 to December 31, 2024 - the sixth amendment to a deal that was supposed to close by mid-2024.

business combination

Separately from the stalled merger, Battalion amended its Macquarie term loan to relax its current-ratio covenant to 0.90-to-1.00 for the third quarter of 2024 - a sign of tightening liquidity while the Fury deal remained unresolved.

material agreement

Rather than terminate after two missed financing deadlines, Battalion's board (on its special committee's recommendation) again extended Fury's runway, pushing the merger's outside date from June 12 to September 12, 2024 to give Fury more time to complete its equity financing.

business combination

The insider group bought yet another $19.5 million of new Series A-4 Preferred Stock on the same terms, the fourth such round in eight months, underscoring how dependent Battalion had become on its three largest shareholders for liquidity while the Fury Resources take-private talks dragged on.

capital raising announcement

A week after missing its financing deadline, Fury had still not fully documented its financing but had lined up $160 million in equity-financing commitments (with $10 million already drawn into escrow) - real progress, though still short of what the merger agreement required.

business combination

Fury missed its financing deadline again, failing to deliver binding equity-financing agreements by April 26, 2024 as required - a second real default giving Battalion another contractual right to terminate the merger.

business combination

Despite Fury's missed deadline, Battalion agreed to a fourth amendment giving Fury more room on its financing requirements, while raising the fee Fury would owe (to the initial deposit plus $15-20 million) if the deal still fails to close.

business combination

Fury Resources told Battalion it would miss the escrow-funding deadline required by their merger agreement, giving Battalion the contractual right to walk away from the deal - the first sign Fury was struggling to finance the acquisition.

business combination

The same three insider shareholders bought a further $19.5 million of new Series A-3 Preferred Stock on the same terms, again to cover working capital and debt service - a third insider-funded round (a Series A-2 round, not covered here, fell between the two).

capital raising announcement

A third amendment to the merger agreement raised the cash Fury must escrow if the deal fails and cut Battalion's termination fee to essentially zero (rising to $3.5 million only if Fury fully funds the escrow) - shifting almost all financial risk of a broken deal onto Fury.

business combination

An amended 13E-3 filing added Fury Resources affiliate Ruckus Energy Holdings and Battalion's own CEO Richard Little as additional filing persons - meaning Battalion's CEO has a financial stake on the buyer's side of the deal - and disclosed that board advisors valued the $9.80 offer at a 59% premium to the pre-announcement share price.

business combination

A second amendment to the merger agreement required Fury to put more cash into escrow while cutting Battalion's own termination fee from $8 million to $3.5 million - terms increasingly favorable to Battalion, suggesting Fury was under pressure to keep the deal together.

business combination

Battalion and Fury Resources amended their merger agreement to push the outside closing date from April to June 2024 and restructure the escrow deposits securing Fury's obligations - an early sign the deal was slipping behind schedule.

business combination

Battalion, Luminus and Oaktree jointly filed the formal Schedule 13E-3 going-private disclosure for the Fury Resources merger, valuing the deal at roughly $162.9 million for the shares not already held by the company or its rollover investors.

business combination

Battalion filed its preliminary proxy statement for the Dec 14, 2023 take-private merger with Fury Resources, at $9.80 per share in cash (an 85.6% premium to the $5.28 closing price on Dec 14, 2023). Luminus and Oaktree, which own about 61.6% of the common stock, agreed to vote shares representing about 38% in favor and to roll their preferred stock into Fury. A stockholder vote is required, and the deal was still pending.

business combination

Battalion agreed to be taken private by Fury Resources for $9.80 per common share in cash; existing preferred holders Luminus Energy Partners and Oaktree (OCM HLCN Holdings) agreed to roll their stakes into the buyer rather than cash out. The deal carries an $8 million break fee if Battalion walks away and a $10-20 million reverse fee if Fury's financing falls through.

business combination

Battalion Oil raised $37.05 million selling new Series A-1 Redeemable Convertible Preferred Stock to its three largest shareholders - Luminus, Oaktree and LSP Investment Advisors, whose designees hold half the board - for general working capital and scheduled debt payments, the start of a run of insider-funded preferred rounds that would recur through 2024.

capital raising announcement

Battalion formed a joint venture, Brazos Amine Treater LLC, with Caracara Services to build a sour-gas treating and carbon-sequestration facility in Winkler County, Texas using an existing well; Caracara funds construction while Battalion expects to cut its own gas-treating costs 20-30% once it's operational.

joint venture update

Battalion refinanced entirely, replacing its Bank of Montreal revolver (in place since its 2019 bankruptcy exit and repeatedly amended for covenant relief) with a new $200 million term loan from Macquarie Bank, plus up to $35 million more available for growth drilling.

material agreement

Battalion Oil disclosed it had breached its credit facility's current-ratio covenant as of September 30, 2020 and obtained a waiver; lenders reset the borrowing base to $190 million, suspended current-ratio testing until late 2021, and raised the required collateral coverage - real covenant distress during the pandemic downturn, not just a routine redetermination.

material agreement

Now renamed Battalion Oil Corporation and trading as BATL on NYSE American, the company (formerly Halcón) cut its revolving credit facility's borrowing base to $200 million, with scheduled step-downs to $185 million by November 2020, and paid a higher interest margin - covenant tightening driven by the COVID-19 oil price collapse.

material agreement

the exchange certified BATTALION OIL CORP's securities for listing, clearing them to begin trading.

listing compliance notice

Having emerged from its second bankruptcy under a new Bank of Montreal-led exit revolving credit facility (dated October 8, 2019), Halcón amended that facility within weeks, cutting the borrowing base to $240 million and tightening its leverage covenants - an early sign the fresh-start balance sheet was already under pressure.

material agreement

On Sept 24, 2019, the bankruptcy court confirmed Halcón's second pre-packaged Chapter 11 plan, three years after the 2016 reorganization. Under the plan, all existing common stock (164,039,916 shares as of Aug 5, 2019) will be cancelled once the plan takes effect. The press release says the plan eliminates over $750M of debt and provides a new $750M revolver with a $275M initial borrowing base. It had not yet taken effect, and the filing gives no assurance on timing; the press release expected emergence within a few weeks.

bankruptcy or receivership

To fund operations through its second bankruptcy, Halcón entered a $35 million junior secured debtor-in-possession loan with holders of its own 6.75% notes, structured to convert into a $750 million exit revolving credit facility once the case concluded.

debt financing

BATTALION OIL CORP's exchange filed to remove a class of its securities from listing.

listing compliance notice

Halcón and all of its subsidiaries filed for Chapter 11 bankruptcy protection a second time on August 7, 2019, this time in the Southern District of Texas, to carry out the prepackaged plan agreed with noteholders days earlier; it expected to emerge within about 60 days.

bankruptcy or receivership

BATTALION OIL CORP's exchange filed to remove a class of its securities from listing.

listing compliance notice

Barely three years after emerging from its first bankruptcy, Halcón entered a second restructuring support agreement, this time with holders of 67.3% of its 6.75% notes due 2025, planning to file a second prepackaged Chapter 11 case in Houston by August 7, 2019.

debt financing

Halcón's lenders extended (from August 1 to August 8, 2019) a waiver of a looming leverage-ratio covenant default first granted in May 2019 - a sign the company was again bumping up against its debt covenants, just weeks after being delisted from the NYSE.

material agreement

NYSE moved to actually delist Halcón this time, citing abnormally low trading prices; its stock and warrants were suspended on July 22, 2019 and began trading over-the-counter as HKRS/HKRSW the next day - the listing-compliance warnings of the prior four years finally resulted in delisting.

listing compliance notice

NYSE again warned Halcón that its stock (averaging $0.99) had dropped below the $1.00 minimum price for continued listing, restarting the six-month cure period - the same warning it had already received and cured twice during its pre-bankruptcy distress in 2015-2016.

listing compliance notice

Halcón closed the sale of its Delaware Basin water infrastructure to WaterBridge Resources, collecting $200 million cash upfront with up to $25 million a year in further incentive payments over the next five years.

asset acquisition disposition

Halcón agreed to sell its Delaware Basin water-handling infrastructure to a WaterBridge Resources affiliate for up to $325 million - $200 million in cash at closing plus up to $125 million in earnouts over five years tied to how many wells get connected to the system - with a late-December 2018 close targeted.

material agreement

Halcón closed the West Quito Draw acquisition from Shell, paying $199.1 million cash for the Ward County acreage.

asset acquisition disposition

Halcón agreed to buy 10,524 net acres in Ward County, Texas (the West Quito Draw properties, also in the Southern Delaware Basin) from Shell affiliate SWEPI LP for $200 million, paying a $20 million deposit toward an early-April 2018 close.

material agreement

Two weeks after selling its operated Williston Basin position, Halcón agreed to sell its remaining non-operated Bakken interests in North Dakota and Montana for about $104 million, completing its full exit from the basin; the revolver's borrowing base will fall to just $100 million once this closes.

material agreement

Halcón completed a transformative divestiture, selling its entire operated Williston Basin position (about 105,900 net acres that made up 71% of its proved reserves and 79% of its production) to Bruin Williston Holdings for roughly $1.4 billion; proceeds funded redemption of the 12% second-lien notes, a tender for up to $425 million of the 6.75% notes and revolver paydown, and the credit facility itself was cut to just $140 million to match the smaller, Delaware Basin-focused company left behind.

asset acquisition disposition

A second amendment to Halcón's revolving credit facility cleared the way for it to redeem its 12% second-lien notes due 2022 and amend the 6.75% notes indenture, laying the groundwork for a planned sale of its Williston Basin (North Dakota) properties.

material agreement

Halcón closed the Samson acquisition on February 28, 2017, paying $705 million for the Pecos/Reeves County acreage, funded by a $400 million private placement of new 8% automatically convertible preferred stock (converting into common at $7.25/share) plus revolver borrowings.

asset acquisition disposition

The $850 million of 6.75% notes closed, and Halcón used the roughly $834 million in proceeds to redeem its 8.625% secured notes due 2020, retiring the last of the secured debt from its pre-bankruptcy distress.

debt financing

Halcón agreed to sell $850 million of new unsecured 6.75% notes due 2025, earmarking the proceeds to redeem the 8.625% secured notes it had issued during its 2015 financial distress - trading secured debt back for cheaper unsecured debt now that its balance sheet has stabilized post-bankruptcy.

material agreement

Post-bankruptcy Halcón raised $400 million in a private placement of new 8% automatically-convertible preferred stock (convertible into ~55 million common shares at $7.25/share) to help fund its acquisition of 20,748 net acres in the Southern Delaware Basin's Pecos County - the company's first major post-restructuring growth move.

capital raising announcement

Halcón agreed to buy about 20,748 net acres in the Southern Delaware Basin (Pecos and Reeves Counties, Texas) from Samson Exploration for $705 million, its first major growth acquisition since emerging from bankruptcy months earlier, targeting an early-March 2017 close.

material agreement

Freshly out of bankruptcy, Halcón handed its entire Tuscaloosa Marine Shale position (via subsidiary HK TMS) to an Apollo Global Management affiliate that already held preferred equity in it exceeding the assets' value, walking away from roughly $212.5 million of underwater mezzanine equity at no cost while continuing to operate the properties for a fee.

asset acquisition disposition

Halcón's plan of reorganization became effective on September 9, 2016, marking its emergence from Chapter 11; noteholders separately consented to amend the covenants on its two second-lien note series to reflect the post-emergence capital structure.

material agreement

the New York Stock Exchange certified BATTALION OIL CORP's securities for listing, clearing them to begin trading.

listing compliance notice

Halcón's pre-packaged Chapter 11 plan was confirmed on Sept 8, 2016 and took effect Sept 9, closing the bankruptcy filed July 27. The $600M debtor-in-possession loan rolled into an exit revolver with JPMorgan, and the $700M 8.625% and $112.8M 12% second-lien notes were reinstated. Third-lien noteholders received 76.5% of the new common stock plus $33.8M cash, unsecured noteholders 15.5% plus $37.6M cash and warrants, and the convertible noteholder 4% plus $15.0M cash. Preferred holders received a share of $11.1M cash, and existing common holders got a share of 4% of the new stock, with 90,000,002 shares outstanding. Warrants for 4,736,842 shares at $14.04 were issued. Old shareholders were heavily diluted, keeping only 4% of the reorganized company.

bankruptcy or receivership

As required by its bankruptcy plan, Halcón disclosed that its entire board would be replaced with a new nine-member board once the plan took effect - the CEO plus three directors each designated by Ares Management and Franklin Advisers, the two largest holders of its third-lien notes - handing effective control of the reorganized company to those two creditors.

business combination

NYSE separately flagged that Halcón's market cap and stockholders' equity had fallen below the $50 million continued-listing minimum; Halcón said it expected to cure this once its restructuring plan closed.

listing compliance notice

As part of the bankruptcy, Halcón secured a $600 million debtor-in-possession credit facility from JPMorgan and other lenders, structured to convert into a $600 million exit facility once it emerges from Chapter 11.

debt financing

Halcón and 20 subsidiaries filed for Chapter 11 bankruptcy protection in Delaware on July 27, 2016 to implement the pre-packaged plan its creditors had just approved, continuing to operate as debtor-in-possession.

bankruptcy or receivership

Creditors overwhelmingly approved Halcón's pre-packaged reorganization plan (99%+ support across every voting class), clearing the way for the bankruptcy filing; a separate lockup deal locked in support from holders of 51% of its 8.625% second-lien notes.

material agreement

Halcón entered a restructuring support agreement with holders of 80% of its third-lien notes, 57% of its unsecured notes, 100% of the HALRES convertible note and 63% of its preferred stock, committing to a pre-packaged Chapter 11 bankruptcy filing by August 2, 2016 if the plan won creditor approval.

material agreement

NYSE again warned Halcón that its stock price (averaging $0.98) had fallen below the $1.00 continued-listing minimum, restarting the six-month cure clock.

listing compliance notice

A thirteenth amendment cut Halcón's borrowing base from $850 million to $700 million and raised the interest margins it pays on the facility - a real tightening of its credit line rather than the routine increases seen in 2013-2014.

material agreement

Halcón ran a second debt exchange, swapping $289.6 million of unsecured notes for $112.8 million of new 12% second-lien notes due 2022, cutting the revolver's borrowing base to about $827.4 million.

debt financing

Halcón closed the debt exchange announced in August, issuing $1.02 billion of new 13% third-lien notes due 2022 to retire $1.57 billion of unsecured notes - a roughly $550 million face-value debt reduction, but one that pushed noteholders into the most senior secured position, underscoring how strained the balance sheet had become.

debt financing

NYSE warned Halcón its stock (averaging $0.96) had fallen below the $1.00 minimum price for continued listing, giving it six months to recover; the same day Halcón announced privately negotiated exchanges swapping roughly $1.57 billion of unsecured notes for about $1.02 billion of new secured notes to cut debt.

listing compliance notice

Halcón raised $700 million of new second-lien secured notes (8.625% due 2020) at par, a step up in structural seniority from its earlier unsecured notes that signals tightening credit conditions even as it brought in roughly $688 million of cash.

debt financing

Halcón capped off its April 2015 balance-sheet overhaul: it priced a new $700 million offering of 8.625% second-lien notes due 2020 (to repay its revolver and fund operations) and exchanged a further $25.0 million of notes held by Pioneer Investments funds for about 14.8 million shares - bringing the month's total debt-for-equity exchanges to roughly $252 million, a scale of restructuring that would not be enough to avoid Chapter 11 fifteen months later.

capital raising announcement

J.P. Morgan Securities exchanged $40.0 million of Halcón's 8.875% senior notes due 2021 for about 22.2 million shares, a third exchange in the same program.

capital raising announcement

Goldman Sachs Asset Management funds exchanged a further $70.7 million of the same 9.75% notes for about 38.8 million shares, continuing the exchange program.

capital raising announcement

Two Franklin Templeton-advised funds agreed to exchange $116.5 million of Halcón's 9.75% senior notes due 2020 for about 65.5 million new shares (~$1.78/share) - the opening move in a month-long series of debt-for-equity swaps as the company worked to cut its note load ahead of its eventual 2016 bankruptcy.

capital raising announcement

Halcón amended its $290 million convertible note held by affiliate HALRES LLC, pushing the maturity out three years to 2020 and cutting the conversion price from $4.50 to $2.44 per share as the stock kept falling; the matching warrants were extended and repriced the same way.

material agreement

Halcon agreed to sell its east Texas Woodbine properties for $450 million to a privately-owned buyer it does not name, effective 1 April and expected to close mid-April 2014. The revolver's borrowing base is expected to fall by $100 million once the sale closes.

material agreement

Halcón added another $400 million of 9.75% notes due 2020 (topping up the $750 million tranche from 2012) at a premium, again using the roughly $406 million net proceeds to repay revolver borrowings and shrinking the borrowing base by $100 million.

debt financing

Halcón raised $400 million selling 9.25% senior notes due 2022 at par, using the roughly $392 million net proceeds to pay down its revolver, which cut the facility's borrowing base from $810 million to $710 million.

debt financing