54 unchanged sentences
Order of the Bankruptcy Court, dated September 24 2019, confirming the Joint Prepackaged Plan of Reorganization of Halcón Resources Corporation, et al, under Chapter 11 of the Bankruptcy Code, together with such Joint Prepackaged Plan of Reorganization (Incorporated by reference to Exhibit 2.1 of our Current Report on Form 8-K filed September 26, 2019).
−Removed: Agreement and Plan of Merger, dated as of December 14, 2023, by and among the Battalion Oil Corporation, Fury Resources, Inc.
−Removed: and San Jacinto Merger Sub, Inc.
−Removed: (Incorporated by reference to Exhibit 2.1 of our Current Report on Form 8-K filed December 18, 2023).
−Removed: First Amendment to Agreement and Plan of Merger, dated as of January 24, 2024, by and among Battalion Oil Corporation, Fury Resources, Inc.
−Removed: and San Jacinto Merger Sub, Inc.
−Removed: (Incorporated by reference to Exhibit 2.1 of our Current Report on Form 8-K filed January 24, 2024).
−Removed: Second Amendment to Agreement and Plan of Merger, dated as of February 6, 2024, by and among Battalion Oil Corporation, Fury Resources, Inc.
−Removed: and San Jacinto Merger Sub, Inc.
−Removed: (Incorporated by reference to Exhibit 2.1 of our Current Report on Form 8-K filed February 6, 2024).
−Removed: Third Amendment to Agreement and Plan of Merger, dated as of February 16, 2024, by and among Battalion Oil Corporation, Fury Resources, Inc.
−Removed: and San Jacinto Merger Sub, Inc.
−Removed: (Incorporated by reference to Exhibit 2.1 of our Current Report on Form 8-K filed February 16, 2024).
−Removed: Limited Guarantee, dated February 6, 2024, by Abraham Mirman in favor of Battalion Oil Corporation (Incorporated by reference to Exhibit 2.2 of our Current Report on Form 8-K filed February 6, 2024).
Amended and Restated Certificate of Incorporation of Battalion Oil Corporation ( formerly Halcón Resources 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).
4 unchanged sentences
Certificate of Designations of Series A-3 Redeemable Convertible Preferred Stock dated effective March 27, 2024 (Incorporated by reference to Exhibit 3.1 of our Current Report on Form 8-K filed March 28, 2024).
+Added: Certificate of Designations of Series A-4 Redeemable Convertible Preferred Stock dated effective May 13, 2024 (Incorporated by reference to Exhibit 3.1 of our Current Report on Form 8-K filed May 14, 2024).
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).
1 unchanged sentence
(Incorporated by reference to Exhibit 4.1 of our Annual Report on Form 10-K filed March 25, 2020).
−Removed: Amended and Restated Senior Secured Credit Agreement dated as of November 24, 2021, by and among Battalion Oil Corporation, as holdings, Halcón Holdings LLC, as borrower, the subsidiary guarantors party thereto, Macquarie Bank Limited, as administrative agent, and the lenders party thereto (Incorporated by reference to Exhibit 10.1 of our Current Report on Form 8-K filed November 29, 2021).
−Removed: Second Amendment to Amended and Restated Senior Secured Credit Agreement dated as of November 14, 2022, by and among Halcón 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 (Incorporated by reference to Exhibit 10.1.1 of our Quarterly Report on Form 10-Q filed November 14, 2022).
−Removed: Third Amendment to Amended and Restated Senior Secured Credit Agreement dated as of March 28, 2024, by and among Halcón 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 (Incorporated by reference to Exhibit 10.1 of our Current Report on Form 8-K filed March 28, 2024).
−Removed: Warrant Agreement, dated October 8, 2019, by and between Halcón Resources Corporation and Broadridge Corporate Issuer Solutions, Inc., as warrant agent (Incorporated by reference to Exhibit 10.2 of our Current Report on Form 8-K filed October 8, 2019).
+Added: 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).
+Added: 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).
Registration Rights Agreement, dated October 8, 2019, by and among Halcón Resources Corporation and each of the parties thereto, as investors (Incorporated by reference to Exhibit 10.3 of our Current Report on Form 8-K filed October 8, 2019).
4 unchanged sentences
(Incorporated by reference to Exhibit 10.3 of our Current Report on Form 8-K filed March 28, 2024).
+Added: Fifth Amendment to Registration Rights Agreement dated May 13, 2024, by and among Battalion Oil Corporation and each of the other parties thereto, as investors.
+Added: (Incorporated by reference to Exhibit 10.2 of our Current Report on Form 8-K filed May 14, 2024).
Battalion Oil Corporation 2020 Long-Term Incentive Plan, effective as of January 1, 2020 (Incorporated by reference to Exhibit 10.1 of our Current Report on Form 8-K filed January 31, 2020).
1 unchanged sentence
1 to the Battalion Oil Corporation 2020 Long-Term Incentive Plan, effective as of June 8, 2021 (Incorporated by reference to Exhibit 10.1.1 of our Current Report on Form 8-K filed June 14, 2021).
−Removed: Employment Agreement between Richard H.
−Removed: Little and Battalion Oil Corporation effective as of January 28, 2020 (Incorporated by reference to Exhibit 10.5 of our Annual Report on Form 10-K filed March 25, 2020).
+Added: Merger Incentive Plan, adopted as of September 19, 2024 (Incorporated by reference to Exhibit 10.2 of our Quarterly Report on Form 10-Q filed November 12, 2024).
Employment Agreement between Daniel P.
Rohling and Battalion Oil Corporation effective as of January 28, 2020 (Incorporated by reference to Exhibit 10.7 of our Annual Report on Form 10-K filed March 25, 2020).
−Removed: Offer Letter with Kristen McWatters dated January 20, 2023 (Incorporated by reference to Exhibit 10.7 of our Annual Report on Form 10-K filed March 30, 2023).
Purchase Agreement (Series A Preferred Stock), dated March 28, 2023, by and among Battalion Oil Corporation and each of the purchasers set forth on Schedule A thereto (Incorporated by reference to Exhibit 10.8 of our Annual Report on Form 10-K filed March 30, 2023).
3 unchanged sentences
(Incorporated by reference to Exhibit 10.2 of our Current Report on Form 8-K filed March 28, 2024).
+Added: Purchase Agreement (Series A-4 Preferred Stock), dated May 13, 2024, by and among Battalion Oil Corporation and each of the purchasers set forth on Schedule A thereto.
+Added: (Incorporated by reference to Exhibit 10.1 of our Current Report on Form 8-K filed May 14, 2024).
Material Terms of Employment Arrangements between Walter R.
4 unchanged sentences
Form of M&A Restricted Stock Unit Award Agreement (Incorporated by reference to Exhibit 10.5 of our Current Report on Form 8-K filed January 31, 2020).
+Added: Form of Retention Letter Agreement
+Added: Amended and Restated Insider Trading Policy
List of Subsidiaries of Battalion Oil Corporation
1 unchanged sentence
Sarbanes-Oxley Section 906 certification of Principal Executive Officer and Principal Financial Officer
−Removed: Incentive Compensation Recoupment Policy
+Added: Incentive Compensation Recoupment Policy (Incorporated by reference to Exhibit 97 of our Annual Report on Form 10-K filed April 1, 2024).
Report of Netherland, Sewell & Associates, Inc.
15 unchanged sentences
/s/ MATTHEW B.
−Removed: Chief Executive Office
+Added: Chief Executive Officer
(Principal Executive Officer and Principal Financial Officer)
19 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.