Item 8.01 Other Events

On November 14, 2024, Battalion Oil Corporation, a Delaware corporation (the "Company" or "we"), was informed by Fury Resources, Inc., a Delaware corporation ("Parent"), that Parent would fail to meet certain deadlines (described below) set forth in the Agreement and Plan of Merger, dated as of December 14, 2023, by and among the Company, Parent, and San Jacinto Merger Sub, Inc., a Delaware corporation and a direct, wholly owned subsidiary of Parent ("Merger Sub"), as amended by that certain First Amendment to Agreement and Plan of Merger, dated as of January 24, 2024 (the "First Amendment"), the Second Amendment to the Agreement and Plan of Merger, dated as of February 6, 2024 (the "Second Amendment"), the Third Amendment to Agreement and Plan of Merger, dated as of February 16, 2024 (the "Third Amendment"), the Fourth Amendment to the Agreement and Plan of Merger, dated as of April 16, 2024 (the "Fourth Amendment"), the Fifth Amendment to the Agreement and Plan of Merger, dated as of June 10, 2024 (the "Fifth Amendment"), the Sixth Amendment to the Agreement and Plan of Merger, dated as of September 11, 2024 (the "Sixth Amendment"), and the Seventh Amendment to the Agreement and Plan of Merger, dated September 19, 2024 (the "Seventh Amendment" and, as amended by the First Amendment, the Second Amendment, the Third Amendment, the Fourth Amendment, the Fifth Amendment, the Sixth Amendment and the Seventh Amendment, the "Merger Agreement").

Pursuant to the Merger Agreement, Parent is obligated to deliver to the Company, on or before 5:00 p.m. Central Time on the date that is seven (7) days prior to the anticipated closing date of the transaction (such closing date, the "Closing Date" and the date that is seven (7) days prior to the Closing Date, the "Funding Deadline"), evidence reasonably satisfactory to the Company ("Evidence of Funding") that Parent has funded into an escrow account (the "Escrow Account") an amount of cash available for withdrawal equal to or greater than $160,000,000, minus the initial $10,000,000 funded into such Escrow Account prior to the time the Merger Agreement was executed and any other amounts funded into such Escrow Account. Prior to November 14, 2024, Parent and the Company anticipated the Closing Date would be November 21, 2024 and the Funding Deadline would be November 14, 2024.

On November 14, 2024, Parent informed the Company that it would not be able to deliver the Evidence of Funding by the Funding Deadline (the "Failure"), and Parent also informed the Company that, in connection with the Failure, it was seeking to obtain financing from alternative sources on terms not materially less beneficial, in the aggregate, to Parent, in an amount sufficient to consummate the transactions contemplated by the Merger Agreement (the "Alternative Financing"). Parent also informed the Company that, under the anticipated terms of the Alternative Financing, Parent did not anticipate being able to provide Evidence of Funding and deposit funds into the Escrow Account in advance of the Closing Date, but that the Alternative Financing would allow Parent to, and be sufficient for Parent to, pay all amounts required to be paid by it under the terms of the Merger Agreement on the Closing Date. In connection with the Alternative Financing, each of Parent, Gen IV Investment Opportunities, Luminus Energy Partners Master Fund, Ltd and OCM HLCN Holdings, L.P. are in process of negotiating a mutually agreeable amendment to the Amended and Restated Contribution and Rollover Agreement, dated September 19, 2024, to facilitate Parent's obtaining Alternative Financing sufficient to consummate the transactions contemplated by the Merger Agreement.

The Company intends to convene and then adjourn, without conducting any business other than the adjournment, its special meeting of stockholders (the "Special Meeting") scheduled to occur on Tuesday, November 19, 2024 at 11:00 a.m., Central Time, until November 29, 2024, at 11:00 a.m., Central Time, to provide Parent the opportunity to arrange Alternative Financing and then provide stockholders with disclosure regarding the Alternative Financing, if secured by Parent, and, by an amendment or supplement to the proxy statement for the Special Meeting and related Schedule 13E-3, to give stockholders the opportunity to review and consider such amendment or supplement to its definitive proxy statement for the Special Meeting and such amendment to the related Schedule 13E-3. The Special Meeting will still be held virtually via live audio webcast at www.virtualshareholdermeeting.com/BATL2024SM, and via dial in number +1 (800) 590-8290. The Special Meeting is being held to vote on the proposals described in the Company's definitive proxy statement, filed with the SEC on October 21, 2024 (as amended or supplemented), relating to the proposed transaction contemplated by the Merger Agreement, pursuant to which Merger Sub will merge with and into the Company, with the Company surviving such merger as a direct wholly owned subsidiary of Parent.