November 8, 2023 Battalion Oil Corporation
Exhibit 20
November 8, 2023
Battalion Oil Corporation
0000 Xxxx Xxx Xxxxxxx Xxxxxxx
Suite 300
Houston, Texas 77043
Reference is made to that Purchase Agreement, dated March 28, 2023, by and among Battalion Oil Corporation (the “Company”), on one hand, and Luminus Energy
Partners Master Fund, Ltd., OCM HLCN Holdings, L.P. and Gen IV Investment Opportunities, LLC (the “Purchasers”), on the other (the “Purchase
Agreement”). Capitalized terms not defined herein shall have the meaning provided in the Purchase Agreement.
We, the Purchasers, confirm that if the Company should make a formal written request to the Purchasers on or before November 30, 2024, the Purchasers will and have the ability to upsize the Purchase Agreement and
promptly purchase from the Company up to $55,000,000 in total additional Purchased Securities (such formal written request may be in two or more divided parts over the time period). However, this letter shall expire upon a change of control that
repays and terminates the Company’s Senior Secured Credit Agreement dated November 24, 2021, as amended. For the avoidance of doubt, such purchase would be pursuant to the terms of the Purchase Agreement, including, but not limited to, Section
2.04.
Purchasers do not intend to undertake any decision or action that would reasonably be expected to negatively affect the Company's ability to continue as a going concern through at least one year and a day beyond
November 30, 2023.
[Signatures continued on following page.]
LUMINUS ENERGY PARTNERS MASTER FUND, LTD
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||
By
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/s/ Xxxxxxxx Xxxxxxx | |
Name:
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Xxxxxxxx Xxxxxxx |
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Title:
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President |
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Luminus Management, LLC
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[Signatures continued on following page.]
GEN IV INVESTMENT OPPORTUNITIES, LLC
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By
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/s/ Xxxx Xxxx |
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Name:
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Xxxx Xxxx
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Title:
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CCO
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Schedule A
(assuming 55,000 shares)
Purchaser
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Series A-2
Preferred
Stock
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Allocated
Purchase Price
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||||||
LUMINUS ENERGY PARTNERS MASTER FUND, LTD
c/o Luminus Management, LLC
0000 Xxxxxx Xxxxx
Xxxxx 000
Xxxxxxx, XX 00000
Attention: Xxxxxxxx Xxxxxxx; Xxxxxx Xxxxxxxxx; Xxxxxx Xxxxxxxx
E-mail: xxxxxxxx@xxxxxxxxxxx.xxx;
xxxxxxxxxx@xxxxxxxxxxx.xxx; xxxxxxxxx@xxxxxxxxxxx.xxx
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27,046
|
$
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26,369,850
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|||||
OCM HLCN HOLDINGS, L.P.
c/o Oaktree Capital Management, LLC
000 Xxxxx Xxxxx Xxxxxx, 00xx Xxxxx
Xxx Xxxxxxx, XX 00000
Attention: Xxxxxx Xxxxx
E-mail: xxxxxx@xxxxxxxxxxxxxx.xxx
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17,535
|
$
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17,096,625
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|||||
GEN IV INVESTMENT OPPORTUNITIES, LLC
0000 Xxxxxxxx, 00xx xxxxx
Xxx Xxxx, XX 00000
Attention: Xxxxx Xxxxx
E-mail: xxxxxx@XXxxxxx.xxx
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10,419
|
$
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10,158,525
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|||||
Total
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55,000
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$
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53,625,000
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