Every 8-K that Battalion Oil Corporation (BATL) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow BATL and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full BATL filings page.
BATTALION OIL CORP (BATL) reports that NYSE American has notified the company it is back in compliance with all continued listing standards under Part 10 of the NYSE American Company Guide. The exchange determined Battalion met the applicable standards for two consecutive quarters under Section 1009(f).
Previously, on May 30, 2025, NYSE American had cited noncompliance with Sections 1003(a)(i) and 1003(a)(ii) related to minimum stockholders’ equity. Battalion regained compliance ahead of its November 30, 2026 plan deadline, and the exchange will remove the company from its list of noncompliant issuers and stop disseminating the prior compliance indicator.
Battalion Oil Corporation reported stronger financial and operating results for the quarter ended June 30, 2026. Total operating revenues were $48.1 million, up from $42.8 million a year earlier, driven mainly by a $6.48 per Boe increase in realized prices despite slightly lower production of 12,407 Boe/d versus 12,989 Boe/d.
The company generated net income of $15.5 million and net income available to common stockholders of $9.1 million, or $0.34 per share, compared with a loss to common stockholders in the prior-year quarter. Adjusted diluted results remained a loss of $4.9 million, and Adjusted EBITDA declined to $12.3 million from $18.1 million. Lease operating costs per Boe fell meaningfully, while gathering and G&A costs rose. Liquidity improved, with $83.1 million in cash and $88.4 million of total liquidity and term loan debt of $162.5 million, and the company refinanced its senior secured facility, extending maturity to December 31, 2029 and adding up to $175.0 million of delayed draw capacity. Management highlighted reduced leverage to below 1.5x, completion of midstream expansions at Monument Draw ahead of schedule and under budget, a new joint development agreement, and an at-the-market equity program to support future flexibility.
Battalion Oil Corporation entered into a Preferred Stock Repurchase and Conversion Agreement with Gen IV Investment Opportunities, LLC. Battalion agreed to repurchase 5,138 Series A and 6,578.11 Series A-1 Redeemable Convertible Preferred shares from Gen IV for an aggregate $19,000,000. Gen IV elected to convert additional Series A‑1, A‑2, A‑3 and A‑4 Preferred shares into an aggregate of 3,494,258 shares of common stock. The repurchased preferred shares will be retired and cancelled, and after closing Gen IV will no longer hold any preferred stock.
In a related Voting and Lock-Up Agreement, Gen IV agreed for 12 months, or until it and its affiliates no longer hold any voting securities, to vote in favor of company director nominees in uncontested elections and ratification of the independent auditor as recommended by the board, and accepted a customary lock-up on its designated securities. The common stock issuance relied on the Section 4(a)(2) exemption under the Securities Act of 1933.
Battalion Oil Corporation refinanced its senior secured credit facility through a Third Amended and Restated Senior Secured Credit Agreement. The new structure maintains $162.5 million of term loans, adds up to $175.0 million of discretionary delayed draw capacity, and extends debt maturity to December 31, 2029.
Borrowings now accrue interest at SOFR plus a fixed 6.50% margin (or ABR plus 5.50%) with a 0.15% credit spread adjustment, replacing a higher leverage-based grid. The company highlights reduced borrowing costs, deferred principal amortization beginning in the quarter ending June 30, 2027, and enhanced liquidity to support its Monument Draw development program and broader strategic objectives.
Battalion Oil Corporation changed its external auditor in mid-2026. On June 24, 2026, the company dismissed Deloitte & Touche LLP as its independent registered public accounting firm after a competitive selection process approved by the Audit Committee.
Deloitte’s reports on the company’s financial statements for the years ended December 31, 2025 and 2024 contained no adverse opinions, disclaimers, or qualifications, and there were no disagreements or reportable events through June 24, 2026. On June 30, 2026, the Audit Committee approved, and BDO USA, P.C. accepted, appointment as the new independent registered public accounting firm for the fiscal year ending December 31, 2026.
Battalion Oil Corporation updated its director and executive compensation tied to potential change in control events. Non-employee directors will receive a $225,000 annual cash retainer, with an additional $75,000 for the Board Chairman and $25,000 per committee chaired, paid quarterly.
The Board approved a $5.0 million cash Bonus Pool under a Retention and Incentive Plan, payable only if a qualifying change in control closes and allocated among executive officers and key employees. From January 1, 2027, this pool will adjust annually by CPI‑U plus 200 basis points and will expire on December 31, 2030.
A performance-based Waterfall Merger Incentive Program was also approved, creating an additional pool based on the increase in company value above a Base Amount from May 1, 2026, with payout rates from 10% to 20% of that value increase. The company further confirmed that vesting conditions for 35,419 restricted stock units granted in 2020 have been met due to a change of control trigger in the award terms.
Battalion Oil Corporation reported the results of its 2026 Annual Meeting of Stockholders held on June 11, 2026. Stockholders elected four directors to serve until the next annual meeting, with each nominee receiving more than 6.8 million votes in favor and relatively few votes withheld.
Jonathan D. Barrett received 6,807,092 votes for and 115,360 withheld; Gregory S. Hinds received 6,809,797 for and 112,655 withheld; William D. Rogers received 6,802,871 for and 119,581 withheld; and Matthew B. Steele received 6,806,617 for and 115,835 withheld.
Stockholders also ratified the appointment of Deloitte & Touche LLP as independent registered public accountants for the fiscal year ending December 31, 2026, with 11,424,647 votes for, 96,903 against, and 30,821 abstentions, indicating strong support for the company’s chosen auditor.
Battalion Oil Corporation reported first quarter 2026 financial results, with total operating revenue of $39.2 million versus $47.5 million a year earlier as lower commodity prices more than offset higher volumes. Average daily production rose to 12,578 Boe/d from 11,900 Boe/d.
The company posted a net loss available to common stockholders of $64.8 million, or $3.72 per share, driven largely by a $46.9 million unrealized derivative loss. Adjusted net loss was $16.2 million, or $0.93 per share. Adjusted EBITDA declined to $10.0 million from $15.1 million. As of March 31, 2026, Battalion had $162.5 million of term loan debt and $54.3 million of liquidity, helped by $60.1 million of proceeds from an asset sale that also reduced leverage.
Battalion Oil Corporation entered into a Sales Agreement with Roth Capital Partners, LLC that allows it to issue and sell, from time to time, up to $150,000,000 of common stock through or to Roth, acting as sales agent or principal.
Sales will typically be made as an at‑the‑market offering under the company’s effective Form S‑3 shelf registration, using placement notices to set share amounts, timing and price limits. Roth can earn up to 3.00% of gross sale proceeds as commission, and Battalion agreed to reimburse up to $50,000 of initial expenses and $8,000 per quarter for ongoing expenses. Either party can suspend offerings under the agreement, which includes customary representations, covenants and indemnification provisions.
Battalion Oil Corporation reported that directors David Chang and Ajay Jegadeesan have resigned from its Board. Chang, formerly Chairman of the Compensation Committee and a member of the Reserves Committee, and Jegadeesan, a member of the Reserves and Nominating & Corporate Governance Committees, will step down effective March 31, 2026. Both stated their departures are not due to any disagreement with the company or its subsidiaries on operations, policies, or practices. The Board has reduced its size to four members for now and is evaluating multiple highly qualified, independent director candidates to potentially appoint replacements and further enhance Board independence and governance.
Battalion Oil Corporation converted preferred stock into additional common equity. On March 30, 2026, the company issued 1,800,000 shares of common stock to Luminus Energy Partners Master Fund, Ltd. after the conversion of 7,803 shares of its Series A-2 Redeemable Convertible Preferred Stock, using a conversion price of $6.21 per share and including adjustments for any Unpaid Dividend Accrual. The original Series A-2 Preferred Stock financing involved the company’s three largest shareholders, whose representatives held half of the board seats, and was approved by the board based on a recommendation from a special committee of disinterested directors. The new common shares were issued in a private transaction relying on the Section 4(a)(2) exemption from registration under the Securities Act of 1933.
Battalion Oil Corporation reported weaker fourth quarter 2025 results, with average daily production of 11,207 Boe/d and total operating revenue of $32.3 million, down from 12,750 Boe/d and $49.7 million a year earlier as realized prices fell by $11.54 per Boe and volumes declined.
The company posted a Q4 2025 net loss available to common stockholders of $12.5 million, or $0.76 per share, and adjusted diluted net loss of $19.2 million, or $1.16 per share. Adjusted EBITDA was $13.4 million versus $18.0 million in Q4 2024. As of December 31, 2025, Battalion had $208.1 million of term loan debt and $28.0 million of cash, and has agreed to use $40.0 million of West Quito divestiture proceeds to prepay term debt while pursuing growth through an all‑stock Ward County acquisition and prior equity financing.
Battalion Oil Corporation has closed its previously announced all-stock acquisition of oil and gas assets from RoadRunner Resource Holding LLC (formerly Sundown Energy LP) in Ward County, Texas. Battalion issued 485,000 shares of common stock to Sundown for approximately 7,090 net acres, subject to customary closing adjustments.
The acquired acreage directly adjoins Battalion’s existing Monument Draw position of 20,007 acres, creating a combined Monument Draw position of 27,097 acres and expanding its continuous operational footprint. Management highlights prior joint venture drilling on this acreage and identifies about 35 new development locations, noting confidence in subsurface quality and the ability to develop efficiently with its sour gas treating solution now in place.
Battalion Oil Corporation agreed to acquire approximately 7,090 net acres of oil and gas assets in Ward County, Texas from RoadRunner Resource Holding LLC (formerly Sundown Energy LP). The effective date is March 1, 2026, with closing expected on or before March 24, 2026.
As consideration, Battalion will issue 485,000 shares of common stock to Sundown. These shares will be issued in a private transaction relying on Section 4(a)(2) of the Securities Act, will be “restricted securities” under Rule 144, and will be subject to transfer limits, including a 60‑day lock‑up. The deal is subject to customary closing conditions and approvals, including approval by Battalion’s disinterested directors.
Battalion Oil Corporation entered into a private placement with an institutional investor to raise approximately $15 million through equity and prefunded warrants. The company sold 1,800,000 common shares at $5.50 per share and issued prefunded warrants to purchase up to 927,273 shares at $5.4999 per prefunded warrant share, with an exercise price of $0.0001 per share. The deal closed on March 4, 2026, and after fees, Battalion expects net proceeds of about $14.1 million, earmarked for working capital and general corporate purposes. The prefunded warrants are immediately exercisable, expire on March 4, 2033, and include a 9.99% beneficial ownership cap. Battalion agreed to file a resale registration statement for the shares and warrant shares and to observe short-term restrictions on additional equity issuance and variable-rate financings. The company also highlighted an operational improvement, noting an increase of about 1,200 net barrels of oil per day in average oil production in January compared with December.
Battalion Oil Corporation completed the sale of its West Quito oil and gas assets in Ward County, Texas to MCM Delaware Resources, LLC for an adjusted cash purchase price of approximately $60.1 million, with an effective date of December 1, 2025.
Estimated proved reserves tied to these properties were about 8 MMBoe, representing 12.4% of Battalion’s estimated proved reserves as of year-end 2024. A portion of the net cash proceeds will fund a mandatory prepayment of $40,000,000 on outstanding loans under the company’s senior secured credit facility.
Under a Third Amendment to its credit agreement, lenders consented to the West Quito sale and required this $40 million prepayment, while allowing the borrower to retain remaining net proceeds for reinvestment, development and capital spending in its operated asset base, as well as general corporate purposes and liquidity management.
Battalion Oil Corporation reported operational updates after shifting how it processes natural gas from its Monument Draw Field. The company terminated its Gas Treating Agreement with Wink Amine Treater, LLC after that provider’s acid gas injection facility remained offline since on or about August 11, 2025, and used its contractual right to end the agreement due to the continued service interruption.
Following this, Battalion entered into an agreement with a publicly traded large‑cap midstream provider to process its gas at an alternative facility. A facility expansion completed in the fourth quarter of 2025 now allows this provider to handle substantially all of Battalion’s gas volumes from Monument Draw. As expanded capacity came online, gas volumes processed increased to more than 30 MMcf/d, compared with a December average of about 17.4 MMcf/d, and the company’s average oil production rose by roughly 1,200 net barrels of oil per day month‑to‑date in January 2026 versus its December average, improving flow assurance and operational reliability.
Battalion Oil Corporation has agreed to sell substantially all of its oil and natural gas properties in the West Quito Draw area of the Southern Delaware Basin in Ward County, Texas to MCM Delaware Resources for approximately $62.59 million. The sale covers about 6,207 net acres with proved reserves of roughly 8 MMBoe, which represented about 12.4% of Battalion’s 2024 year-end proved reserves. Battalion plans to use the net proceeds to repay amounts outstanding under its Senior Secured Credit Agreement and for general corporate purposes, including potential acquisitions and planned drilling. The deal is effective as of December 1, 2025 and is expected to close in the first quarter of 2026, subject to customary closing conditions and purchase price adjustments; MCM has placed a deposit of about $6.26 million into escrow.
Battalion Oil Corporation furnished an update on its recent performance by issuing a press release covering its third quarter 2025 financial results. The company submitted this information through a Current Report on Form 8-K and attached the full press release as Exhibit 99.1.
The press release includes several non-GAAP financial measures, such as net income and earnings per share excluding selected items, EBITDA, LTM EBITDA, cash flow from operations, and adjusted general and administrative expenses. For each non-GAAP measure, the company provides the most directly comparable GAAP figure and a reconciliation, helping readers see how the adjustments affect reported results. Battalion notes that these non-GAAP metrics are intended to give users additional perspective on its performance over time but are not a substitute for GAAP results.
Battalion Oil Corporation received notice from NYSE American that its plan to regain compliance with the exchange’s listing standards has been accepted. The company had previously fallen below required stockholders’ equity thresholds tied to multi-year net losses under Sections 1003(a)(i) and 1003(a)(ii) of the NYSE American Company Guide. NYSE American has granted a compliance period through November 30, 2026, during which the exchange will monitor progress under the plan and may still initiate delisting if progress is insufficient. Battalion’s common stock will continue trading on NYSE American under the symbol BATL pursuant to an exception and remains subject to all other listing requirements. The company states that the listing issue does not affect its ongoing operations or SEC reporting, though there is no assurance it will regain compliance by the deadline.
Battalion Oil Corporation issued a press release on August 14, 2025 announcing its second-quarter 2025 financial results; that press release is furnished as Exhibit 99.1 to this Form 8-K. The filing states the press release includes certain non-GAAP financial measures such as EBITDA and adjusted earnings metrics, and that the most directly comparable GAAP measures and reconciliations are included in the press release.
The company clarifies these non-GAAP measures are presented to help users understand selected items' impact on reported results, but they are not substitutes for GAAP and may not be comparable to measures used by other companies. The filing also notes Exhibit 99.1 is furnished, not filed, and therefore is not automatically incorporated by reference. The report is signed by CEO Matthew B. Steele and lists the company headquarters in Houston, Texas.