X0508 4 2024-03-27 0001282648 BATTALION OIL CORP BATL 0001697367 Gen IV Investment Opportunities, LLC 1700 BROADWAY 35TH FLOOR NEW YORK NY 10019 true true 0001730248 LSP Generation IV, LLC 1700 BROADWAY 35TH FLOOR NEW YORK NY 10019 true true 0001728850 LSP Investment Advisors, LLC 1700 BROADWAY 35TH FLOOR NEW YORK NY 10019 true true false Series A-3 Redeemable Convertible Preferred Stock 2024-03-27 4 A 0 3789 A Common Stock 3789 D This Form 4 is jointly filed by Gen IV Investment Opportunities, LLC ("Gen IV"), a Delaware limited liability company, LSP Generation IV, LLC ("LSP Gen IV"), a Delaware limited liability company, and LSP Investment Advisors, LLC ("LSP Advisors"), a Delaware limited liability company. LSP Gen IV, as the managing member of Gen IV, has the power to direct the affairs of Gen IV, including voting and disposing of the shares. LSP Advisors, as the investment manager of Gen IV, also has the power to direct the voting and disposition of the shares held by Gen IV. For Section 16 purposes, LSP Gen IV and LSP Advisors disclaim beneficial ownership over the shares reported herein, except to the extent of their pecuniary interest therein. Pursuant to a Purchase Agreement dated as of March 27, 2024 (the "Series A-3 Purchase Agreement"), on March 27, 2024 (the "Issuance Date"), Gen IV acquired from the Issuer 3,789 shares of Series A-3 Redeemable Convertible Preferred Stock of the Issuer, par value $0.0001 per share (the "Series A-3 Preferred Shares") convertible into shares of Common Stock for an aggregate purchase price of approximately $3.7 million. Pursuant to the Certificate of Designations contemplated by the Series A-3 Purchase Agreement (the "Series A-3 Certificate of Designations"), the conversion price of the Series A-3 Preferred Shares is $6.83 per share and is subject to adjustment for stock splits, combinations, certain distributions or similar events in accordance with the terms of the Series A-3 Certificate of Designations. Subject to the terms and conditions of the Series A-3 Certificate of Designations, commencing on July 25, 2024, all or any portion of the Series A-3 Preferred Shares may be converted by Gen IV at any time into Common Stock at the Conversion Ratio. The "Conversion Ratio", for each Series A-3 Preferred Share is the quotient of (i) the then-applicable liquidation preference (as determined in accordance with the Series A-3 Certificate of Designations) and (ii) the then-applicable conversion price. The Series A-3 Preferred Shares have no expiration date. If based on the Issuer's financial statements for any fiscal quarter and a reserve report as of the same date, as of such date: (x) the PDP PV-20 value (as determined in accordance with the Series A-3 Certificate of Designations) divided by (y) the number of outstanding shares of Common Stock, calculated on a fully diluted basis is equal to or exceeds 130% of the Conversion Price, then the Issuer may, from time to time until such time that the foregoing conditions are no longer satisfied or a Material Adverse Effect (as defined in the Series A-3 Purchase Agreement) has occurred since the date of the most financial statements that met the foregoing conditions, cause the conversion of all or any portion of the Series A-3 Preferred Shares into Common Stock using the then-applicable Conversion Ratio. The Series A-3 Preferred Shares are also subject to redemption by the Issuer at any time following the Issuance Date in accordance with the terms of the Series A-3 Certificate of Designations. In the event of a change of control transaction, the Series A-3 Preferred Shares are subject to redemption or conversion in accordance with the terms of the Series A-3 Certificate of Designations. Gen IV Investment Opportunities, LLC By: /s/ Jeff Wade Name: Jeff Wade Title: Chief Compliance Officer 2024-03-29 LSP Generation IV, LLC By: /s/ Jeff Wade Name: Jeff Wade Title: Chief Compliance Officer 2024-03-29 LSP Investment Advisors, LLC By: /s/ Jeff Wade Name: Jeff Wade Title:Chief Compliance Officer and Associate General Counsel 2024-03-29