0001209191-20-011516.txt : 20200221
0001209191-20-011516.hdr.sgml : 20200221
20200221161607
ACCESSION NUMBER: 0001209191-20-011516
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 2
CONFORMED PERIOD OF REPORT: 20200220
FILED AS OF DATE: 20200221
DATE AS OF CHANGE: 20200221
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Little Richard H
CENTRAL INDEX KEY: 0001779908
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35467
FILM NUMBER: 20640205
MAIL ADDRESS:
STREET 1: 1000 LOUISIANA STREET, SUITE 1500
CITY: HOUSTON
STATE: TX
ZIP: 77002
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: BATTALION OIL CORP
CENTRAL INDEX KEY: 0001282648
STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311]
IRS NUMBER: 200700684
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1000 LOUISIANA STREET, SUITE 6600
CITY: HOUSTON
STATE: TX
ZIP: 77002
BUSINESS PHONE: 832-538-0300
MAIL ADDRESS:
STREET 1: 1000 LOUISIANA STREET, SUITE 6600
CITY: HOUSTON
STATE: TX
ZIP: 77002
FORMER COMPANY:
FORMER CONFORMED NAME: HALCON RESOURCES CORP
DATE OF NAME CHANGE: 20120209
FORMER COMPANY:
FORMER CONFORMED NAME: RAM ENERGY RESOURCES INC
DATE OF NAME CHANGE: 20060518
FORMER COMPANY:
FORMER CONFORMED NAME: TREMISIS ENERGY ACQUISITION CORP
DATE OF NAME CHANGE: 20040304
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2020-02-20
0
0001282648
BATTALION OIL CORP
BATL
0001779908
Little Richard H
1000 LOUISIANA STREET, SUITE 6600
HOUSTON
TX
77002
0
1
0
0
Chief Executive Officer
Employee Stock Option (Right to Buy)
18.91
2020-02-20
4
A
0
70837
0.00
A
2027-02-20
Common Stock
70837
70837
D
Employee Stock Option (Right to Buy)
28.23
2020-02-20
4
A
0
70837
0.00
A
2027-02-20
Common Stock
70837
70837
D
Employee Stock Option (Right to Buy)
37.83
2020-02-20
4
A
0
70837
0.00
A
2027-02-20
Common Stock
70837
70837
D
Restricted Stock Unit
2020-02-20
4
A
0
70837
0.00
A
Common Stock
70837
70837
D
Restricted Stock Unit
2020-02-20
4
A
0
70837
0.00
A
Common Stock
70837
70837
D
Restricted Stock Unit
2020-02-20
4
A
0
141674
0.00
A
Common Stock
141674
141674
D
On August 7, 2019, the Issuer and its subsidiaries (collectively, the "Debtors") filed voluntary petitions for relief under chapter 11 of title 11 of the United States Code in the United States Bankruptcy Court for the Southern District of Texas (the "Chapter 11 Cases," and such court, the "Bankruptcy Court"). On September 24, 2019, the Bankruptcy Court entered an order (the "Confirmation Order") confirming the Debtors' Joint Prepackaged Plan of Reorganization, as modified by the Confirmation Order (the "Plan"). On October 8, 2019 (the "Effective Date"), the Plan became effective in accordance with its terms and the Debtors emerged from the Chapter 11 Cases. On the Effective Date, all outstanding shares of the Issuer's common stock (the "Old Common Stock") were cancelled and extinguished.
All awards are issued in accordance with the Plan approved by the Bankruptcy Court and pursuant to the Battalion Oil Corporation 2020 Long-Term Incentive Plan ("the LTIP") approved and adopted by the Board of Directors.
The Reporting Person received an award of stock options ("Options") granted on the first full day of trading of the New Shares following the Effective Date. The exercise price per share of the Options will be equal to an Issuer equity value of $335.0 million divided by the number of shares outstanding. The Options vest in four equal annual installments beginning February 20, 2021.
The Reporting Person received an award of stock options ("Options") granted on the first full day of trading of the New Shares following the Effective Date. The exercise price per share of the Options will be equal to an Issuer equity value of $500.0 million divided by the number of shares outstanding. The Options vest in four equal annual installments beginning February 20, 2021.
The Reporting Person received an award of stock options ("Options") granted on the first full day of trading of the New Shares following the Effective Date. The exercise price per share of the Options will be equal to an Issuer equity value of $670.0 million divided by the number of shares outstanding. The Options vest in four equal annual installments beginning February 20, 2021.
The Reporting Person received an award of restricted stock units ("RSUs") granted on the first full day of trading of the New Shares following the Effective Date. Each RSU represents a contingent right to receive one share of Issuer's common stock. The RSUs vest in four equal annual installments beginning February 20, 2021.
The Reporting Person received an award of restricted stock units ("RSUs") granted on the first full day of trading of the New Shares following the Effective Date. Each RSU represents a contingent right to receive one share of Issuer's common stock. The RSUs vest in full only upon the achievement of certain business combination goals.
The Reporting Person received an award of restricted stock units ("RSUs") granted on the first full day of trading of the New Shares following the Effective Date. Each RSU represents a contingent right to receive one share of Issuer's common stock, subject to a decrease to zero based on the Issuer's total shareholder return relative to the total shareholder return of certain of its peer companies over the four-year period ending on February 20, 2024 (the "Performance Period".) The RSUs vest at the end of the Performance Period.
Walter R. Mayer, Attorney-in-fact
2020-02-24
EX-24.4_896956
2
poa.txt
POA DOCUMENT
LIMITED POWER OF ATTORNEY FOR
SECTION 16 REPORTING OBLIGATIONS
Know all by these presents, that the undersigned, Richard H. Little (the
"Reporting Person"), hereby constitutes and appoints Walter Mayer as the
Reporting Person's true and lawful attorney-in-fact to:
(1) prepare, execute in the Reporting Person's name and on the Reporting
Person's behalf, and submit to the United States Securities and Exchange
Commission (the "SEC") a Form ID, including amendments thereto, and any other
documents necessary or appropriate to obtain codes, passwords, and passphrases
enabling the Reporting Person to make electronic filings with the SEC of reports
required by Section 16(a) of the Securities Exchange Act of 1934 or any rule or
regulation of the SEC;
(2) execute for and on behalf of the Reporting Person in the Reporting Person's
capacity as an officer or director of Battalion Oil Corporation (the "Company"),
Forms 3, 4 and 5 in accordance with Section 16(a) of the Securities Exchange Act
of 1934, as amended (the "Exchange Act"), and the rules thereunder;
(3) do and perform any and all acts for and on behalf of the Reporting Person
which may be necessary or desirable to complete and execute any such Form 3, 4
or 5, complete and execute any amendment or amendments thereto, and timely file
such form with the SEC and any stock exchange or similar authority; and
(4) take any other action of any type whatsoever in connection with the
foregoing which, in the opinion of such attorney-in-fact, may be of benefit to,
and in the best interest of, or legally required by, the Reporting Person, it
being understood that the documents executed by such attorney-in-fact on behalf
of the Reporting Person pursuant to this Power of Attorney shall be in such form
and shall contain such terms and conditions as such attorney-in-fact may approve
in such attorney-in-fact's discretion.
The Reporting Person hereby grants to each such attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the Reporting Person
might or could do if personally present, with full power of Substitution or
revocation, hereby ratifying and confirming all that such attorney-in-fact, or
such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to
be done by the virtue of this power of attorney and the rights and powers herein
granted. The Reporting Person acknowledges that the foregoing
attorneys-in-fact, in serving in such capacity at the request of the Reporting
Person, are not assuming, nor is the Company assuming, any of the Reporting
Person's responsibilities to comply with Section 16 of the Exchange Act.
This Power of Attorney shall remain in full force and effect until the Reporting
Person is no longer required to file Forms 3, 4 and 5 with respect to the
Reporting Person's holdings of, and transactions in, securities issued by the
Company, unless earlier revoked by the Reporting Person in a signed writing
delivered to the foregoing attorney-in-fact.
IN WITNESS WHEREOF, the Reporting Person has caused this Power of Attorney to be
executed as of this 16th day of January, 2020.
/s/ RICHARD H. LITTLE