EX-99.1 2 batl-20231115xex99d1.htm EX-99.1

Exhibit 99.1

Graphic

Battalion Oil Corporation Announces Fourth Quarter 2023 Financial and Operating Results

HOUSTON, TEXAS – March 29, 2024 – Battalion Oil Corporation (NYSE American: BATL, “Battalion” or the “Company”) today announced financial and operating results for the fourth quarter of 2023.

Key Highlights

Approximately 41,000 net acres, 91% HBP in three contiguous blocks across Ward, Winkler and Pecos Counties with substantial remaining location inventory
Brought previously announced AGI project online in Q1 2024 treating over 20 MMcf/d
Recommenced drilling operations in Monument Draw in Q4 2023 to execute a six well program
oCompleted two wells in Q4 2023, brought online in Q1 2024 under budget with strong initial results
oDrilled two additional wells in Q1 2024, currently completing
oCommenced drilling operations on two additional wells in Q1 2024, currently drilling ahead
Generated full year sales volumes of 13,784 barrels of oil equivalent per day (“Boe/d”) (48% oil)
Year-end 2023 reserves of approximately 68.1 million barrels of oil equivalent (“MMBoe”) with a standardized measure of discounted future net cash flows of approximately $598.5 million.
Executed a $35.0 million preferred equity raise in December 2023 and an additional $20.0 million preferred equity raise in March 2024 to support drilling program
Continuing strategic alternatives initiative and are working toward closing our previously announced merger agreement with Fury Resources

Management Comments

During Q4 2023, following the preferred equity raise, the Company re-commenced its drilling operations in Monument Draw after operating a three-well pad on non-operated acreage adjacent to the asset.   The company also prepared additional locations across all three asset areas to support additional activity in Ward, Winkler, and Pecos Counties. Since the quarter close, the two well Glacier pad drilled in Q4 2023 has been completed and is on production. These wells came online below budget, above projected type curve, with substantial pressure support and 30-day IP’s over 1,950 Boe/d and 1,750 Boe/d, respectively.  Two additional wells (Rio Bravo pad) have been drilled to total depth and are currently being completed.  The drilling rig has moved onto an additional two-well pad (Vermejo pad) in Monument Draw. All operations have been favorable to plan from both a capital and timing perspective.  

During the fourth quarter, workover operations for the acid gas injection (“AGI”) project were substantially completed.  Since that time, the facility has restarted operations and began taking acid gas from the Company with approximately 200 MMcf being recently treated at AGI and approximately 175 MMcf of sweet gas being returned to the Company for sales to our midstream partner. As the facility continues to come online, the Company will benefit from the return to production of currently curtailed volumes of up to 750 Bbl/d. Additionally, when the AGI is operating at full capacity, we expect to save up to $2.0 million per month in gas treating costs.

1


Matt Steele, Chief Executive Officer, commented “The operations team has performed exceptionally well on our Monument Draw drilling campaign. The most recent Glacier pad wells represent some of the best the Company has ever drilled from both a cost and performance basis. Bringing the AGI back online to treat our gas represents a new era at Battalion. The difficult steps we took last year to right size the Company and focus on operational excellence are beginning to pay dividends.”

Results of Operations

Average daily net production and total operating revenue during the fourth quarter of 2023 were 12,022 Boe/d (46% oil) and $47.2 million, respectively, as compared to production and revenue of 15,696 Boe/d (51% oil) and $76.8 million, respectively, during the fourth quarter of 2022. The decrease in revenues in the fourth quarter of 2023 as compared to the fourth quarter of 2022 is attributable to an approximate 3,674 Boe/d decrease in average daily production and a $10.21 decrease in average realized prices (excluding the impact of hedges). Excluding the impact of hedges, Battalion realized 99.7% of the average NYMEX oil price during the fourth quarter of 2023. Realized hedge losses totaled approximately $3.0 million during the fourth quarter 2023.

Lease operating and workover expense was $11.87 per Boe in the fourth quarter of 2023 versus $9.89 per Boe in the fourth quarter of 2022. The increase in lease operating and workover expense per Boe year-over-year is primarily attributable to a decrease in average daily production as a large portion of our lease operating expenses are fixed costs. Gathering and other expense was $13.31 per Boe in the fourth quarter of 2023 versus $11.31 per Boe in the fourth quarter of 2022. The increase was primarily related to midstream disruptions and plant curtailments and an increased percentage of total production requiring H2S treatment, as well as inflationary impacts on costs associated with our own hydrogen sulfide treating plant. General and administrative expense was $4.93 per Boe in the fourth quarter of 2023 compared to $2.46 per Boe in the fourth quarter of 2022. The increase is primarily due to audit, legal and transaction costs associated with the potential merger with Fury Resources. These costs will be substantially reduced in future quarters.

For the fourth quarter of 2023, the Company reported a net income available to common stockholders of $27.0 million and net income per diluted share available to common shareholders of $1.63 per share available to common stockholders. After adjusting for selected items, the Company reported an adjusted diluted net loss available to common stockholders for the fourth quarter of 2023 of $16.6 million, or an adjusted diluted net loss of $1.01 per common share (see Reconciliation for additional information). Adjusted EBITDA during the quarter ended December 31, 2023 was $10.0 million as compared to $22.7 million during the quarter ended December 31, 2022 (see Adjusted EBITDA Reconciliation table for additional information).

Liquidity and Balance Sheet

As of December 31, 2023, the Company had $200.2 million of indebtedness outstanding and approximately $0.3 million of letters of credit outstanding. Total liquidity on December 31, 2023, made up of cash and cash equivalents, was $57.5 million.

On November 8, 2023, the Company obtained a commitment letter from its existing equity stockholders to purchase additional preferred equity securities in an amount up to $55.0 million. An aggregate of 35,000 shares of preferred stock were sold on December 15, 2023, under such support letter for proceeds of $34.1 million, net of discount. On March 27, 2024, the remaining 20,000 shares under such support letter were sold for proceeds of $19.5 million, net of discount.

For further discussion on our liquidity and balance sheet, as well as recent developments, refer to Management’s Discussion and Analysis and Risk Factors in the Company’s Form 10-K.

2


Important Information for Investors and Stockholders

This communication is being made in respect of the proposed transaction involving the Company and Fury Resources, Inc., a Delaware corporation. In connection with the proposed transaction, the Company intends to file, or has filed, the relevant materials with the U.S. Securities and Exchange Commission (“SEC”), including a proxy statement on Schedule 14A and a transaction statement on Schedule 13e-3 (the “Schedule 13e-3”). Promptly after filing its definitive proxy statement with the SEC, the Company will mail the definitive proxy statement and a proxy card to each stockholder of the Company entitled to vote at the special meeting relating to the proposed transaction. This communication is not a substitute for the proxy statement, the Schedule 13e-3 or any other document that the Company has or may file with the SEC or send to its stockholders in connection with the proposed transaction. The relevant materials filed by the Company will be made available to the Company’s investors and stockholders at no expense to them and copies may be obtained free of charge on the Company’s website at www.battalionoil.com. In addition, all of those materials will be available at no charge on the SEC’s website at www.sec.gov. Investors and stockholders of the Company are urged to read the proxy statement, the Schedule 13e-3 and the other relevant materials as they become available before making any voting or investment decision with respect to the proposed transaction because they contain important information about the Company and the proposed transaction.

Participants in Solicitation

The Company and its directors, executive officers, other members of its management and employees may be deemed to be participants in the solicitation of proxies of the Company stockholders in connection with the proposed transaction under SEC rules. Investors and stockholders may obtain more detailed information regarding the names, affiliations and interests of the Company’s executive officers and directors in the solicitation by reading the Company’s Annual Report on Form 10-K, for the fiscal year ended December 31, 2023, and the proxy statement, the Schedule 13e-3 and other relevant materials that will be, or have been, filed with the SEC in connection with the proposed transaction as they become available. Information concerning the interests of the Company’s participants in the solicitation, which may, in some cases, be different than those of the Company’s stockholders generally, will be set forth in the proxy statement relating to the proposed transaction and the Schedule 13e-3, as they become available.

Forward Looking Statements

This release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Statements that are not strictly historical statements constitute forward-looking statements. Forward-looking statements include, among others, statements about anticipated production, liquidity, capital spending, drilling and completion plans, and forward guidance. Forward-looking statements may often, but not always, be identified by the use of such words such as "expects", "believes", "intends", "anticipates", "plans", "estimates", “projects,” "potential", "possible", or "probable" or statements that certain actions, events or results "may", "will", "should", or "could" be taken, occur or be achieved. Forward-looking statements are based on current beliefs and expectations and involve certain assumptions or estimates that involve various risks and uncertainties that could cause actual results to differ materially from those reflected in the statements. These risks include, but are not limited to, those set forth in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2023, and other filings submitted by the Company to the SEC, copies of which may be obtained from the SEC's website at www.sec.gov or through the Company's website at www.battalionoil.com. Readers should not place undue reliance on any such forward-looking statements, which are made only as of the date hereof. The Company has no duty, and assumes no obligation, to update forward-looking statements as a result of new information, future events or changes in the Company's expectations.

3


About Battalion

Battalion Oil Corporation is an independent energy company engaged in the acquisition, production, exploration and development of onshore oil and natural gas properties in the United States.

Contact

Matthew B. Steele

Chief Executive Officer & Principal Financial Officer

832-538-0300

4


BATTALION OIL CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)

(In thousands, except per share amounts)

Three Months Ended

Years Ended

December 31,

December 31,

2023

  

2022

2023

  

2022

Operating revenues:

Oil, natural gas and natural gas liquids sales:

Oil

$

39,562

$

60,816

$

183,634

$

267,690

Natural gas

2,429

6,914

11,057

46,210

Natural gas liquids

4,921

8,267

23,814

43,501

Total oil, natural gas and natural gas liquids sales

46,912

75,997

218,505

357,401

Other

330

805

2,257

1,663

Total operating revenues

47,242

76,802

220,762

359,064

Operating expenses:

Production:

Lease operating

10,656

12,397

44,864

48,095

Workover and other

2,480

1,876

7,149

6,683

Taxes other than income

2,266

2,547

11,943

18,483

Gathering and other

14,718

16,330

63,575

64,117

General and administrative

5,453

3,564

19,025

17,635

Depletion, depreciation and accretion

12,337

15,479

56,624

51,915

Total operating expenses

47,910

52,193

203,180

206,928

(Loss) income from operations

(668)

24,609

17,582

152,136

Other income (expenses):

Net gain (loss) on derivative contracts

42,430

(21,872)

12,689

(110,006)

Interest expense and other

(9,074)

(10,389)

(33,319)

(23,591)

Total other income expenses

33,356

(32,261)

(20,630)

(133,597)

Income (loss) before income taxes

32,688

(7,652)

(3,048)

18,539

Income tax benefit (provision)

Net income (loss)

$

32,688

$

(7,652)

$

(3,048)

$

18,539

Series A preferred dividends

(5,695)

(12,047)

Net income (loss) available to common stockholders

$

26,993

$

(7,652)

$

(15,095)

$

18,539

Net income (loss) per share of common stock:

Basic

$

1.64

$

(0.47)

$

(0.92)

$

1.14

Diluted

$

1.63

$

(0.47)

$

(0.92)

$

1.12

Weighted average common shares outstanding:

Basic

16,457

16,345

16,441

16,331

Diluted

16,517

16,345

16,441

16,510

5


BATTALION OIL CORPORATION

CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited)

(In thousands, except share and per share amounts)

December 31, 2023

  

December 31, 2022

Current assets:

Cash and cash equivalents

$

57,529

$

32,726

Accounts receivable, net

23,021

37,974

Assets from derivative contracts

8,992

16,244

Restricted cash

90

90

Prepaids and other

907

1,131

Total current assets

90,539

88,165

Oil and natural gas properties (full cost method):

Evaluated

755,482

713,585

Unevaluated

58,909

62,621

Gross oil and natural gas properties

814,391

776,206

Less - accumulated depletion

(445,975)

(390,796)

Net oil and natural gas properties

368,416

385,410

Other operating property and equipment:

Other operating property and equipment

4,640

4,434

Less - accumulated depreciation

(1,817)

(1,209)

Net other operating property and equipment

2,823

3,225

Other noncurrent assets:

Assets from derivative contracts

4,877

5,379

Operating lease right of use assets

1,027

352

Other assets

17,656

2,827

Total assets

$

485,338

$

485,358

Current liabilities:

Accounts payable and accrued liabilities

$

66,525

$

100,095

Liabilities from derivative contracts

17,191

29,286

Current portion of long-term debt

50,106

35,067

Operating lease liabilities

594

352

Asset retirement obligations

225

Total current liabilities

134,416

165,025

Long-term debt, net

140,276

182,676

Other noncurrent liabilities:

Liabilities from derivative contracts

16,058

33,649

Asset retirement obligations

17,458

15,244

Operating lease liabilities

490

Other

2,084

4,136

Commitments and contingencies

Temporary equity:

Series A redeemable convertible preferred stock: 98,000 shares of $0.0001

106,535

par value authorized, issued and outstanding as of December 31, 2023

Stockholders' equity:

Common stock: 100,000,000 shares of $0.0001 par value authorized;

16,456,563 and 16,344,815 shares issued and outstanding as of

December 31, 2023 and 2022, respectively

2

2

Additional paid-in capital

321,012

334,571

Accumulated deficit

(252,993)

(249,945)

Total stockholders' equity

68,021

84,628

Total liabilities and stockholders' equity

$

485,338

$

485,358

6


BATTALION OIL CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)

(In thousands)

Three Months Ended

Years Ended

December 31,

December 31,

2023

  

2022

2023

  

2022

  

Cash flows from operating activities:

  

Net income (loss)

$

32,688

$

(7,652)

$

(3,048)

$

18,539

  

Adjustments to reconcile net (loss) income to net cash provided by

  

operating activities:

  

Depletion, depreciation and accretion

12,337

15,479

56,624

51,915

  

Stock-based compensation, net

161

670

(1,070)

2,210

  

Unrealized gain on derivative contracts

(45,403)

3,655

(21,934)

(20,256)

  

Amortization/accretion of financing related costs

1,826

2,722

7,615

5,448

  

Reorganization items, net

(744)

  

Accrued settlements on derivative contracts

(2,587)

(3,191)

259

4,302

  

Change in fair value of embedded derivative liability

530

1,224

(2,052)

(1,819)

Other expense (income)

214

51

358

(77)

  

Cash flow from operations before changes in working capital

(234)

12,958

36,752

59,518

  

Changes in working capital

6,758

12,029

(19,163)

19,283

  

Net cash provided by operating activities

6,524

24,987

17,589

78,801

  

  

Cash flows from investing activities:

  

Oil and natural gas capital expenditures

(16,196)

(38,467)

(46,288)

(125,465)

  

Proceeds received from sales of oil and natural gas assets

3,740

331

4,929

332

  

Other operating property and equipment capital expenditures

(17)

(211)

(153)

(1,160)

  

Contract asset

(3,705)

(10,308)

  

Other

1,439

(3)

(25)

163

  

Net cash used in investing activities

(14,739)

(38,350)

(51,845)

(126,130)

  

  

Cash flows from financing activities:

  

Proceeds from borrowings

15,078

-

35,200

  

Repayments of borrowings

(10,027)

(10)

(35,093)

(95)

  

Payment of deferred financing costs

(2,508)

(2,887)

  

Proceeds from issuance of preferred stock

33,182

94,607

-

  

Other

(1)

60

(455)

(432)

  

Net cash provided by financing activities

23,154

12,620

59,059

31,786

  

  

Net increase (decrease) in cash, cash equivalents and restricted cash

14,939

(743)

24,803

(15,543)

  

  

Cash, cash equivalents and restricted cash at beginning of period

42,680

33,559

32,816

48,359

  

Cash, cash equivalents and restricted cash at end of period

$

57,619

$

32,816

$

57,619

$

32,816

  

7


BATTALION OIL CORPORATION

SELECTED OPERATING DATA (Unaudited)

Three Months Ended December 31,

Years Ended December 31,

2023

2022

2023

2022

Production volumes:

Crude oil (MBbls)

510

740

2,415

2,837

Natural gas (MMcf)

2,102

2,315

8,718

9,337

Natural gas liquids (MBbls)

246

318

1,163

1,242

Total (MBoe)

1,106

1,444

5,031

5,635

Average daily production (Boe/d)

12,022

15,696

13,784

15,438

Average prices:

Crude oil (per Bbl)

$

77.57

$

82.18

$

76.04

$

94.36

Natural gas (per Mcf)

1.16

2.99

1.27

4.95

Natural gas liquids (per Bbl)

20.00

26.00

20.48

35.02

Total per Boe

42.42

52.63

43.43

63.43

Cash effect of derivative contracts:

Crude oil (per Bbl)

$

(10.43)

$

(24.73)

$

(7.76)

$

(40.82)

Natural gas (per Mcf)

1.12

0.04

1.09

(1.55)

Natural gas liquids (per Bbl)

Total per Boe

(2.69)

(12.62)

(1.84)

(23.12)

Average prices computed after cash effect of settlement of derivative contracts:

Crude oil (per Bbl)

$

67.14

$

57.45

$

68.28

$

53.54

Natural gas (per Mcf)

2.28

3.03

2.36

3.40

Natural gas liquids (per Bbl)

20.00

26.00

20.48

35.02

Total per Boe

39.73

40.01

41.59

40.31

Average cost per Boe:

Production:

Lease operating

$

9.63

$

8.59

$

8.92

$

8.54

Workover and other

2.24

1.30

1.42

1.19

Taxes other than income

2.05

1.76

2.37

3.28

Gathering and other

13.31

11.31

12.64

11.38

General and administrative, as adjusted (1)

3.63

1.87

3.39

2.52

Depletion

10.80

10.49

10.97

9.05

(1) Represents general and administrative costs per Boe, adjusted for items noted in the reconciliation below:

General and administrative:

General and administrative, as reported

$

4.93

$

2.46

$

3.78

$

3.13

Stock-based compensation:

Non-cash

(0.15)

(0.46)

0.21

(0.39)

Non-recurring (charges) credits and other:

Cash

(1.15)

(0.13)

(0.60)

(0.22)

General and administrative, as adjusted(2)

$

3.63

$

1.87

$

3.39

$

2.52

Total operating costs, as reported

$

32.16

$

25.42

$

29.13

$

27.52

Total adjusting items

(1.30)

(0.59)

(0.39)

(0.61)

Total operating costs, as adjusted(3)

$

30.86

$

24.83

$

28.74

$

26.91


(2)General and administrative, as adjusted, is a non-GAAP measure that excludes non-cash stock-based compensation charges relating to equity awards under our incentive stock plan, as well as other cash charges associated with non-recurring charges and other. The Company believes that it is useful to understand the effects that these charges have on general and administrative expenses and total operating costs and that exclusion of such charges is useful for comparison to prior periods.
(3)Represents lease operating expense, workover and other expense, taxes other than income, gathering and other expense and general and administrative costs per Boe, adjusted for items noted in the reconciliation above.

8


BATTALION OIL CORPORATION

RECONCILIATION (Unaudited)

(In thousands, except per share amounts)

Three Months Ended

Years Ended

December 31,

December 31,

2023

  

2022

2023

  

2022

As Reported:

Net income (loss) available to common stockholders - diluted (1)

$

26,993

$

(7,652)

$

(15,095)

$

18,539

Impact of Selected Items:

Unrealized (gain) loss on derivatives contracts:

Crude oil

$

(38,604)

$

18,156

$

(22,601)

$

(10,730)

Natural gas

(6,799)

(14,501)

667

(9,526)

Total mark-to-market non-cash charge

(45,403)

3,655

(21,934)

(20,256)

Change in fair value of embedded derivative liability

529

1,224

(2,053)

(1,819)

Non-recurring charges (credits)

1,268

194

3,042

1,230

Selected items, before income taxes

(43,606)

5,073

(20,945)

(20,845)

Income tax effect of selected items

Selected items, net of tax

$

(43,606)

$

5,073

$

(20,945)

$

(20,845)

Net (loss) available to common stockholders, as adjusted (2)

$

(16,613)

$

(2,579)

$

(36,040)

$

(2,306)

Diluted net income (loss) per common share, as reported

$

1.63

$

(0.47)

$

(0.92)

$

1.12

Impact of selected items

(2.64)

0.31

(1.27)

(1.26)

Diluted net (loss) per common share, excluding selected items (2)(3)

$

(1.01)

$

(0.16)

$

(2.19)

$

(0.14)

Net cash provided by (used in) operating activities

$

6,524

$

24,987

$

17,589

$

78,801

Changes in working capital

(6,758)

(12,029)

19,163

(19,283)

Cash flow from operations before changes in working capital

(234)

12,958

36,752

59,518

Cash components of selected items

4,707

11,989

3,301

6,276

Income tax effect of selected items

Cash flows from operations before changes in working capital, adjusted for selected items (1)

$

4,473

$

24,947

$

40,053

$

65,794


(1)Amount reflects net (loss) income available to common stockholders on a diluted basis for earnings per share purposes as calculated using the two-class method of computing earnings per share which is further described in Note 14, Earnings Per Share in our Form 10-K for the year ended December 31, 2023.
(2)Net (loss) income earnings per share excluding selected items and cash flows from operations before changes in working capital adjusted for selected items are non-GAAP measures presented based on management's belief that they will enable a user of the financial information to understand the impact of these items on reported results. These financial measures are not measures of financial performance under GAAP and should not be considered as an alternative to net income, earnings per share and cash flows from operations, as defined by GAAP. These financial measures may not be comparable to similarly named non-GAAP financial measures that other companies may use and may not be useful in comparing the performance of those companies to Battalion's performance.
(3)The impact of selected items for the three and twelve months ended December 31, 2023 were calculated based upon weighted average diluted shares of 16.5 million and 16.4 million shares, respectively, due to the net (loss) income available to common stockholders, excluding selected items. The impact of selected items for the three and twelve months ended December 31, 2022 were calculated based upon weighted average diluted shares of 16.3 million shares, respectively, due to the net (loss) income available to common stockholders, excluding selected items.

9


BATTALION OIL CORPORATION

ADJUSTED EBITDA RECONCILIATION (Unaudited)

(In thousands)

Three Months Ended December 31,

Years Ended December 31,

2023

2022

2023

2022

Net income (loss), as reported

$

32,688

$

(7,652)

$

(3,048)

$

18,539

Impact of adjusting items:

Interest expense

8,917

9,378

36,511

25,725

Depletion, depreciation and accretion

12,337

15,479

56,624

51,915

Stock-based compensation

161

670

(1,070)

2,210

Interest income

(525)

(227)

(1,243)

(369)

Loss (gain) on extinguishment of debt

Unrealized loss (gain) on derivatives contracts

(45,403)

3,655

(21,934)

(20,256)

Change in fair value of embedded derivative liability

529

1,224

(2,053)

(1,819)

Non-recurring charges (credits) and other

1,268

194

2,728

1,061

Adjusted EBITDA(1)

$

9,972

$

22,721

$

66,515

$

77,006


(1)Adjusted EBITDA is a non-GAAP measure, which is presented based on management's belief that it will enable a user of the financial information to understand the impact of these items on reported results. This financial measure is not a measure of financial performance under GAAP and should not be considered as an alternative to GAAP measures, including net income (loss). This financial measure may not be comparable to similarly named non-GAAP financial measures that other companies may use and may not be useful in comparing the performance of those companies to Battalion's performance.

10


BATTALION OIL CORPORATION

ADJUSTED EBITDA RECONCILIATION (Unaudited)

(In thousands)

Three Months

Three Months

Three Months

Three Months

Ended

Ended

Ended

Ended

December 31, 2023

September 30, 2023

June 30, 2023

March 31, 2023

Net income (loss), as reported

$

32,688

$

(53,799)

$

(4,748)

$

22,811

Impact of adjusting items:

Interest expense

8,917

9,219

9,366

9,009

Depletion, depreciation and accretion

12,337

13,426

14,713

16,148

Stock-based compensation

161

(686)

(772)

227

Interest income

(525)

(293)

(234)

(191)

Unrealized loss (gain) on derivatives contracts

(45,403)

46,805

(2,332)

(21,004)

Change in fair value of embedded derivative liability

529

(1,878)

358

(1,062)

Non-recurring charges (credits) and other

1,268

831

477

152

Adjusted EBITDA(1)

$

9,972

$

13,625

$

16,828

$

26,090

Adjusted LTM EBITDA(1)

$

66,515


(1)Adjusted EBITDA is a non-GAAP measure, which is presented based on management's belief that it will enable a user of the financial information to understand the impact of these items on reported results. This financial measure is not a measure of financial performance under GAAP and should not be considered as an alternative to GAAP measures, including net income (loss). This financial measure may not be comparable to similarly named non-GAAP financial measures that other companies may use and may not be useful in comparing the performance of those companies to Battalion's performance.

11


BATTALION OIL CORPORATION

ADJUSTED EBITDA RECONCILIATION (Unaudited)

(In thousands)

Three Months

Three Months

Three Months

Three Months

Ended

Ended

Ended

Ended

December 31, 2022

September 30, 2022

June 30, 2022

March 31, 2022

Net income (loss), as reported

$

(7,652)

$

105,888

$

13,047

$

(92,744)

Impact of adjusting items:

Interest expense

9,378

6,232

5,394

4,721

Depletion, depreciation and accretion

15,479

13,615

12,601

10,220

Stock-based compensation

670

683

473

384

Interest income

(227)

(141)

(1)

Unrealized loss (gain) on derivatives contracts

3,655

(102,112)

(12,837)

91,038

Change in fair value of embedded derivative liability

1,224

(449)

(562)

(2,032)

Non-recurring charges (credits) and other

194

597

53

217

Adjusted EBITDA(1)

$

22,721

$

24,313

$

18,168

$

11,804

Adjusted LTM EBITDA(1)

$

77,006


(1)Adjusted EBITDA is a non-GAAP measure, which is presented based on management's belief that it will enable a user of the financial information to understand the impact of these items on reported results. This financial measure is not a measure of financial performance under GAAP and should not be considered as an alternative to GAAP measures, including net income (loss). This financial measure may not be comparable to similarly named non-GAAP financial measures that other companies may use and may not be useful in comparing the performance of those companies to Battalion's performance.

12