Battalion Oil amends merger pact with Fury; extends deadline, cuts termination fee

BATTALION OIL CORP

Funding deadline extended to Feb 15, 2024; requires $15M escrow deposit by then.
Company termination fee reduced from $8M to $3.5M; closing failure fee set at $25M.
Qualifying additional financing documents set at $100M; non-delivery allows company to terminate.
Limited guarantee of $1M from chairman Abraham Mirman for parent payment obligations.
Company permitted to solicit takeover proposals until evidence of financing is delivered.

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.98

BATTALION OIL CORP amended Second Amendment to Merger Agreement with Fury Resources, Inc. valued at Amends Merger Agreement; extends Funding Deadline to Feb 15, 2024; changes fees (effective 2024-02-06).

Action: amendment
Agreement: merger
Counterparty: Fury Resources, Inc.
Value: Amends Merger Agreement; extends Funding Deadline to Feb 15, 2024; changes fees
Effective: 2024-02-06

Exact text from the filing

On February 6, 2024, Battalion Oil Corporation, a Delaware corporation (the “ Company ” or “ we ”), Fury Resources, Inc., a Delaware corporation (“ Parent ”), and San Jacinto Merger Sub, Inc., a Delaware corporation and a direct, wholly owned subsidiary of Parent (“ Merger Sub ”), entered into a Second Amendment (the “ Second Amendment ”) to the Agreement and Plan of Merger, dated as of December 14, 2023

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BATTALION OIL CORP filing history →

Source: SEC EDGAR

accession 0001558370-24-000795

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