BATTALION OIL CORP 10-Q

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS None. ITEM 3. DEFAULTS UPON SENIOR SECURITIES None. ITEM 4. MINE SAFETY DISCLOSURES Not applicable. ITEM 5. OT HER INFO RMATION On November 12, 2025, the Company entered into the Second Amendment to the Second Amended and Restated Senior Secured Credit Agreement (the “Second Amendment”), effective November 12, 2025, which amended the Applicable Margin (as defined in the 2024 Amended Term Loan Agreement) to be the rate per annum set forth below under the caption “SOFR Loans Spread” or “ABR Loans Spread”, as the case may be, based on the Total Net Leverage Ratio; provided, that (a) until the Adjustment Date (the date of delivery of financial statements pursuant to the 2024 Amended Term Loan Agreement) following the Second Amendment effective date, the Applicable Margin shall be the applicable rate per annum set forth below in Category 1 and (b) the Applicable Margin shall be the applicable rate per annum set forth in Category 4 below at any time that an Event of Default (as defined in the 2024 Amended Term Loan Agreement) exists: ​ ​ ​ Total Net Leverage Ratio SOFR Loans Spread ABR Loans Spread Category 1 ≤ 2.50 to 1.00 7.75% 6.75% Category 2 > 2.50 to 1.00 ≤ 3.00 to 1.00 8.00% 7.00% Category 3 > 3.00 to 1.00 ≤ 3.25 to 1.00 8.25% 7.25% Category 4 > 3.25 to 1.00 8.50% 7.50% The Applicable Margin shall be adjusted quarterly on a prospective basis on each Adjustment Date based upon the 36 Table of Contents Total Net Leverage Ratio in accordance with the table above. The Second Amendment provides that the Borrower shall not permit the Total Net Leverage Ratio, as of the last day of each fiscal quarter (commencing with the fiscal quarter ending March 31, 2025), to be greater than the levels set forth in the following table for the applicable fiscal quarter: ​ ​ Fiscal Quarter Total Net Leverage Ratio Fiscal quarters ending March 31, 2025 through and including June 30, 2025 2.75 to 1.00 Fiscal quarter ending September 30, 2025 2.50 to 1.00 Fiscal quarter ending December 31, 2025 3.20 to 1.00 Fiscal quarter ending March 31, 2026 3.25 to 1.00 Fiscal quarter ending June 30, 2026 3.40 to 1.00 Fiscal quarter ending September 30, 2026 3.50 to 1.00 Fiscal quarter ending December 31, 2026 3.40 to 1.00 Fiscal quarter ending March 31, 2027 3.25 to 1.00 Fiscal quarter ending June 30, 2027 3.00 to 1.00 Fiscal quarter ending September 30, 2027 and each fiscal quarter thereafter 2.50 to 1.00 Additionally, the Second Amendment provides that the Borrower shall not permit the Asset Coverage Ratio, as of the last day of any fiscal quarter (commencing with the fiscal quarter ending March 31, 2025) to be less than the applicable level set forth in the following table for the applicable fiscal quarter: ​ ​ Fiscal Quarter Asset Coverage Ratio Fiscal quarters ending March 31, 2025 through and including December 31, 2026 1.85 to 1.00 Each fiscal quarter thereafter 2.00 to 1.00 ​ ​ ​ ​ ​ 37 Table of Contents ITEM 6. EXHIBITS The following documents are included as exhibits to this Quarterly Report on Form 10-Q. Those exhibits incorporated by reference are so indicated by the information supplied with respect thereto. Those exhibits which are not incorporated by reference are attached hereto. 3.1 ​ Ninth Amended and Restated Certificate of Incorporation of Battalion Oil Corporation, dated June 12, 2025 (Incorporated by reference to Exhibit 3.1 of our Current Report on Form 8-K filed June 18, 2025). 3.2 ​ Seventh Amended and Restated Bylaws of Battalion Oil Corporation (Incorporated by reference to Exhibit 3.2 of our Current Report on Form 8-K filed January 27, 2020). 10.1 ​ Second Amended and Restated Senior Secured Credit Agreement dated as of December 26, 2024, by and among Battalion Oil Corporation, as holdings, Halcón Holdings LLC, as borrower, the subsidiary guarantors party thereto, Fortress Credit Corp., as administrative agent, and the lenders party thereto (Incorporated by reference to Exhibit 10.1 of our Current Report on Form 8-K filed December 27, 2024). 10.1.1 ​ First Amendment to Second Amended and Restated Senior Secured Credit Agreement dated as of January 9, 2025, by and among Battalion Oil Corporation, as holdings, Halcón Holdings LLC, as borrower, the subsidiary guarantors party thereto, Fortress Credit Corp., as administrative agent, and the lenders party thereto (Incorporated by reference to Exhibit 10.1 of our Current Report on Form 8-K filed January 10, 2025). 10.1.2 * Second Amendment to Second Amended and Restated Senior Secured Credit Agreement dated as of November 12, 2025, by and among Battalion Oil Corporation, as holdings, Halcón Holdings LLC, as borrower, the subsidiary guarantors party thereto, Fortress Credit Corp., as administrative agent, and the lenders party thereto. 31 * Sarbanes-Oxley Section 302 certification of Principal Executive Officer and Principal Financial Officer 32 * Sarbanes-Oxley Section 906 certification of Principal Executive Officer and Principal Financial Officer 101.INS * Inline XBRL Instance Document 101.SCH * Inline XBRL Taxonomy Extension Schema Document 101.CAL * Inline XBRL Taxonomy Extension Calculation Linkbase Document 101.DEF * Inline XBRL Taxonomy Extension Definition Document 101.LAB * Inline XBRL Taxonomy Extension Label Linkbase Document 101.PRE * Inline XBRL Taxonomy Extension Presentation Linkbase Document 104 * Cover Page Interactive Data File (embedded within the Inline XBRL document) * Attached hereto. † Indicates management contract or compensatory plan or arrangement. ​ 38 Table of Contents SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. ​ ​ BATTALION OIL CORPORATION ​ ​ ​ ​ ​ ​ November 13, 2025 ​ By: /s/ MATTHEW B. STEELE ​ ​ ​ ​ ​ ​ Name: Matthew B. Steele ​ ​ Title: Chief Executive Officer ​ ​ ​ (Principal Executive Officer and Principal Financial Officer) ​ ​ ​ ​ ​ ​ ​ ​ 39