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What changed 10-Q

Item 5. Other Information

2024-11-12 compared with 2024-08-14 · 14 added, 19 removed, 22 unchanged (60% of the section changed)

3 unchanged sentences

Those exhibits which are not incorporated by reference are attached hereto.

Agreement and Plan of Merger, dated as of December 14, 2023, by and among the Battalion Oil Corporation, Fury Resources, Inc.

and San Jacinto Merger Sub, Inc.

(Incorporated by reference to Exhibit 2.1 of our Current Report on Form 8-K filed December 18, 2023).

First Amendment to Agreement and Plan of Merger, dated as of January 24, 2024, by and among Battalion Oil Corporation, Fury Resources, Inc.

and San Jacinto Merger Sub, Inc.

(Incorporated by reference to Exhibit 2.1 of our Current Report on Form 8-K filed January 24, 2024).

Second Amendment to Agreement and Plan of Merger, dated as of February 6, 2024, by and among Battalion Oil Corporation, Fury Resources, Inc.

and San Jacinto Merger Sub, Inc.

(Incorporated by reference to Exhibit 2.1 of our Current Report on Form 8-K filed February 6, 2024).

Third Amendment to Agreement and Plan of Merger, dated as of February 16, 2024, by and among Battalion Oil Corporation, Fury Resources, Inc.

and San Jacinto Merger Sub, Inc.

(Incorporated by reference to Exhibit 2.1 of our Current Report on Form 8-K filed February 16, 2024).

Fourth Amendment to Agreement and Plan of Merger, dated April 16, 2024, by and among Battalion Oil Corporation, Fury Resources, Inc.

and San Jacinto Merger Sub, Inc.

(Incorporated by reference to Exhibit 2.1 of our Current Report on Form 8-K filed April 17, 2024).

Fifth Amendment to Agreement and Plan of Merger, dated June 10, 2024, by and among Battalion Oil Corporation, Fury Resources, Inc.

and San Jacinto Merger Sub, Inc.

(Incorporated by reference to Exhibit 2.1 of our Current Report on Form 8-K filed June 11, 2024).

Agreement and Plan of Merger, dated as of December 14, 2023, by and among the Company, Fury Resources, Inc.

(“Fury”) and San Jacinto Merger Sub, Inc.

(“Merger Sub”) (Incorporated by reference to Exhibit 2.1 of our Current Report on Form 8-K filed December 18, 2023).

First Amendment to Agreement and Plan of Merger, dated as of January 24, 2024, by and among the Company, Fury and Merger Sub (Incorporated by reference to Exhibit 2.1 of our Current Report on Form 8-K filed January 24, 2024).

Second Amendment to Agreement and Plan of Merger, dated as of February 6, 2024, by and among the Company, Fury and Merger Sub (Incorporated by reference to Exhibit 2.1 of our Current Report on Form 8-K filed February 6, 2024).

Third Amendment to Agreement and Plan of Merger, dated as of February 16, 2024, by and among the Company, Fury and Merger Sub (Incorporated by reference to Exhibit 2.1 of our Current Report on Form 8-K filed February 16, 2024).

Fourth Amendment to Agreement and Plan of Merger, dated April 16, 2024, by and among the Company, Fury and Merger Sub (Incorporated by reference to Exhibit 2.1 of our Current Report on Form 8-K filed April 17, 2024).

Fifth Amendment to Agreement and Plan of Merger, dated June 10, 2024, by and among the Company, Fury and Merger Sub (Incorporated by reference to Exhibit 2.1 of our Current Report on Form 8-K filed June 11, 2024).

Sixth Amendment to Agreement and Plan of Merger, dated September 11, 2024, by and among the Company, Fury and Merger Sub (Incorporated by reference to Exhibit 2.1 of our Current Report on Form 8-K filed September 11, 2024).

Seventh Amendment to Agreement and Plan of Merger, dated September 19, 2024, by and among the Company, Fury and Merger Sub (Incorporated by reference to Exhibit 2.1 of our Current Report on Form 8-K filed September 19, 2024).

Amended and Restated Certificate of Incorporation of Battalion Oil Corporation dated October 8, 2019, as amended by the Certificate of Amendment, dated January 21, 2020 (Incorporated by reference to Exhibit 3.1 of our Annual Report on Form 10-K filed March 25, 2020).

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).

Fourth Amendment to Amended and Restated Senior Secured Credit Agreement dated as of August 23, 2024, by and among Halcón Holdings, LLC, as borrower, Macquarie Bank Limited, as administrative agent and the lenders party thereto, the guarantors party thereto and the Company, as holdings.

(Incorporated by reference to Exhibit 10.1 of our Current Report on Form 8-K filed August 28, 2024).

Merger Incentive Plan, adopted as of September 19, 2024.

Sarbanes-Oxley Section 302 certification of Principal Executive Officer and Principal Financial Officer

11 unchanged sentences

BATTALION OIL CORPORATION

August 14, 2024

November 12, 2024

/s/ MATTHEW B.

2 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.