---
schema_version: "secwatch.filing_event.v1"
accession: "0001558370-24-004283"
form_type: "8-K"
ticker: "BATL"
cik: "0001282648"
company_name: "BATTALION OIL CORP"
filed_at: "2024-03-28T23:59:59+00:00"
generated_at: "2026-06-04T05:49:13.177835+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.7
calibrated_materiality_score: 0.7
confidence: "high"
source: SEC EDGAR
---

# Battalion Oil sells $19.5M Series A-3 Preferred to key holders; credit deal amended with $38M equity clause

## Summary
- Sold 20,000 shares Series A-3 Preferred at $975/sh (~$19.5M); 14.5% div, convertible at $6.83 after 120 days.
- Third Amendment to existing credit facility requires ≥$38M equity cash by March 31, 2024; no new debt incurred.
- Amendment removes PDP Production Test and APOD Economic Test; revises approved plan of development.
- Purchasers are Luminus, Oaktree, LSP—three largest shareholders holding 50% of board seats.

## SEC filing metadata
- accession: 0001558370-24-004283
- form_type: 8-K
- ticker: BATL
- cik: 0001282648
- company_name: BATTALION OIL CORP
- filed_at: 2024-03-28T23:59:59+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.7
- calibrated_materiality_score: 0.7
- confidence: high
- sec_items: 1.01, 3.02, 5.03, 3.03, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1282648/000155837024004283/0001558370-24-004283-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1282648/000155837024004283/batl-20240327x8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001558370-24-004283
- JSON: https://secwatch.observer/filing/0001558370-24-004283.json
- Plain text: https://secwatch.observer/filing/0001558370-24-004283.txt

## Key facts
- Governance Changes
  BATTALION OIL CORP: Filing reports the creation of Series A-3 Preferred Stock via a Certificate of Designations, which is described as an amendment to the articles of incorporation but the description is incorporated by reference and no substantive details of the change are provided in the excerpt.
  - Change: charter amendment
  source text: A summary of the rights, preferences and privileges of the Series A-3 Preferred Stock and other material terms and conditions of the Certificate of Designations is set forth in Item 1.01 of this Current Report on Form 8-K and is incorporated by reference into this Item 5.03.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1282648/000155837024004283/0001558370-24-004283-index.htm
- Material Agreements
  BATTALION OIL CORP entered into Third Amendment to Credit Agreement with Macquarie Bank Limited valued at Amendment to Credit Agreement; no additional debt or proceeds; required $38 million Specified Additi (effective 2024-03-28).
  - Action: entry
  - Agreement: credit facility
  - Counterparty: Macquarie Bank Limited
  - Value: Amendment to Credit Agreement; no additional debt or proceeds; required $38 million Specified Additi
  - Effective: 2024-03-28
  source text: On March 28, 2024 (the “ Amendment Effective Date ”), Battalion Oil Corporation, a Delaware corporation (the “ Company ” or “ we ”), and its wholly owned subsidiary, Halcón Holdings, LLC (the “ Borrower ”) entered into a Third Amendment (the “ Third Amendment ”) to its Amended and Restated Senior Secured Credit Agreement dated as of November 24, 2021(as the same has been amended, restated, amended and restated, supplemented and modified from time to time prior to the date hereof, the “ Credit Agreement ”), by and among, inter alios , the Company, the Borrower, Macquarie Bank Limited, as administrative agent and certain other financial institutions party thereto, as lenders.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1282648/000155837024004283/0001558370-24-004283-index.htm
- Material Agreements
  BATTALION OIL CORP entered into Series A-3 Purchase Agreement with Luminus Management LLC, Oaktree Capital Management LP, LSP Investment Advisors LLC valued at 20,000 shares of Series A-3 Redeemable Convertible Preferred Stock sold for aggregate purchase price (effective 2024-03-27).
  - Action: entry
  - Agreement: equity purchase
  - Counterparty: Luminus Management LLC, Oaktree Capital Management LP, LSP Investment Advisors LLC
  - Value: 20,000 shares of Series A-3 Redeemable Convertible Preferred Stock sold for aggregate purchase price
  - Effective: 2024-03-27
  source text: On March 27, 2024, the Company entered into a Purchase Agreement (the “ Series A-3 Purchase Agreement ”) with each of the purchasers set forth on Schedule A thereto (the “ Series A-3 Purchasers ”), pursuant to which the Company agreed to sell to the Buyers, in a private placement, an aggregate of 20,000 shares of Series A-3 Redeemable Convertible Preferred Stock, par value $0.0001 per share (the “ Series A-3 Preferred Stock ” and the purchase and sale of such shares of Series A-3 Preferred Stock , the “ Series A-3 Preferred Stock Transaction ”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/1282648/000155837024004283/0001558370-24-004283-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.