-$5.79
$2.23
bear -$5.79
base -$3.56
bull $2.23
margin of safety $0.30
market price* $1.05
Business condition attached to the margin of safety
The convertible preferred stock (about $198 million of liquidation preference that ranks ahead of common shareholders) is fully converted into common shares or otherwise eliminated, so common holders own a straight share of the business rather than a claim that sits behind the preferred.
WHAT THE BUSINESS IS Battalion Oil is a small oil and gas producer in the Delaware Basin of West Texas, with acreage in Pecos, Reeves, Ward and Winkler Counties and its drilling concentrated in the Monument Draw area of Ward and Winkler Counties. The company emerged from the 2019 bankruptcy of Halcon Resources. In 2025 it produced 12,096 barrels of oil equivalent per day, about half of it oil. In February 2026 it sold its West Quito Draw assets in Ward County for net proceeds of $60.1 million. Those assets held about 10% of its proved reserves, all of them from wells already producing. In March 2026 it acquired 7,090 net acres next to Monument Draw in exchange for 485,000 common shares. At the end of 2025 its independent engineers, Netherland, Sewell & Associates, estimated proved reserves of 59.7 million barrels equivalent. After the sale, about 29.6 million of that is in wells already producing and about 24.1 million is undeveloped, which the engineers estimate needs roughly $308 million of future drilling and development spending. THE CENTRAL PROBLEM: DRILLING HAS NOT PAID FOR ITSELF We measure what an owner could take out of the business each year: operating cash flow, minus the cost of the drilling needed to keep the business going, minus stock-based pay, with working-capital timing swings removed. On that basis Battalion fell short in five of the six full years since it emerged from bankruptcy (2020 to 2025), including the high-price year of 2022. The six-year median is a shortfall of about $31 million a year. Only 2021, a year of very little drilling, was positive. Production also fell every year, from 15,438 barrels per day in 2022 to 12,096 in 2025. So we treated all drilling as the cost of standing still, not as growth; revenue rose in 2021 and 2022 only because prices rose, not because output grew. In 2025 the company spent roughly $12 to $14 for each barrel of undeveloped reserves it turned into producing reserves, while each barrel produced earned about $13.60 after field operating costs, gathering and treating charges, and production and property taxes. At those numbers, new drilling barely returns its own cost before interest and overhead. Two one-time payments totalling about $18 million to a failed gas-treating joint venture (Wink Amine Treater, built with Caracara) were written off and left out of the yearly figures; we count them as evidence of past capital losses. That treating plant stopped operating on August 11, 2025, and production was curtailed while alternatives were arranged. In January 2026 the company secured long-term alternative processing for its high-hydrogen-sulfide gas. HOW WE VALUED IT A company that cannot fund its own drilling is best valued as a harvest: the cash its producing wells will generate as they decline, after field costs and production and property taxes, minus corporate overhead and the cost of plugging the wells at the end. We discount everything at 6%. The company reported about $970 million of federal tax losses available to carry forward at the end of 2025, so we assume it pays almost no income tax during the harvest. Because these harvest cash flows are measured before interest, the lender's scheduled payments must come out of them as they fall due. The term loan stood at $162.5 million in June 2026. It carries a floating rate of three-month SOFR plus a margin of 7.75% to 8.50% depending on leverage (about 12% in total on recent interest expense), requires principal payments of about $5.6 million a quarter, and matures on December 26, 2028. Those payments are worth about $182 million in today's money. The $83 million of cash on hand at June 30, 2026 is available toward them, less about $25 million of net bills owed to suppliers. The preferred stock is the most important part of the balance sheet for common shareholders. As originally issued, it earned a 14.5% dividend, or 16% if paid in additional preferred stock, and it had been paid entirely in additional stock, which is how its claim grew. The June 2026 quarterly report shows that the preferred was reclassified into shareholders' equity, that no preferred dividend was charged in the second quarter, and that it now shares in earnings as if converted into about 18.7 million common shares. That same report still shows a liquidation preference of $198.3 million. A company whose wells are running down usually ends in a sale or a wind-down, and at that point the preferred is paid first. So we give the preferred the greater of $198.3 million or its converted share, and give the rest to the 38.9 million common shares. THE CASES Base case: The producing wells start at about 3.4 million barrels equivalent a year and decline at roughly 9% a year, recovering the full 29.6 million barrels of producing reserves over about 17 years. Each barrel earns $14 after field costs and production taxes, which is the 2025 actual before hedges at a realized oil price of $63.51. Overhead starts near its current run rate of about $16 million a year and shrinks along with production. Plugging costs of about $35 million fall at the end, compared with the $17.7 million present-value obligation the company carried at June 30, 2026. The undeveloped reserves add nothing: at a $14 margin, drilling them would not recover the roughly $308 million they require once the wait for production is counted, and the company has no spare cash to drill them without new debt or stock. The producing wells are worth about $184 million. After the lender's payments, cash and supplier bills, about $60 million is left for all shareholders. That is about $138 million less than the preferred's claim, so the common shares show a value of about -$3.56 each. In plain terms, the preferred shareholders would take everything in a sale or wind-down and still be owed money; the common shares would receive nothing. Bear case: The producing wells decline faster and recover only 24.8 million barrels over about 14 years. The margin falls to $11 a barrel. That reflects costs already rising as volumes fall (field operating cost per barrel rose from $9.77 in 2024 to $10.15 in 2025) and weak Permian gas prices: the company realized $0.49 per thousand cubic feet for its gas in 2025 and a negative price in 2024. Hedges on the books carried a net loss of about $5 million at June 30, 2026. In this case the harvest does not cover the lender's payments: even before the preferred's claim, the company appears to owe about $27 million more than the business is worth. Adding the preferred's claim gives about -$5.79 per common share. The loan must keep an asset coverage ratio of at least 1.85 times through 2026 and 2.00 times from 2027, plus a net leverage cap. The loan agreement was amended in November 2025 to raise the permitted leverage levels through mid-2027, and again in February 2026 when the lenders required $40 million of the West Quito proceeds as a prepayment. A forced asset sale at a poor price is a real possibility in this case. Bull case: The producing wells earn about $20 a barrel. That sits above the 2024 margin of $16.70 and is consistent with the first half of 2026, when revenue of $87.3 million ran ahead of the 2025 pace despite the smaller asset base after the West Quito sale, which points to stronger realized prices. Overhead is kept lean. The undeveloped reserves are drilled over five years at the engineers' estimated cost; at a $20 margin, the 24.1 million barrels generate about $481 million of field cash against about $308 million of spending, worth about $85 million today after the wait. The producing wells are worth about $325 million, and after the lender's payments, cash, supplier bills and the undeveloped reserves, the business is worth about $285 million, enough to clear the preferred's $198.3 million. That leaves about $2.23 per common share. WHAT THE SHARES APPEAR TO BE WORTH On today's capital structure, the common stock is worth nothing in our base and bear cases. Only in the bull case, where prices stay strong and undeveloped drilling finally earns a return, does value reach common holders, and even then it is modest. If the preferred converted into common, so that nothing ranked ahead of common, the same business would be worth about -$0.47, $1.04 and $4.95 per share in the bear, base and bull cases across roughly 57.6 million shares. That is why the margin-of-safety price applies only after the preferred is converted or eliminated. Even then it carries a very large discount, because this is a small, indebted, single-basin producer whose value moves with oil and gas prices and whose record shows new drilling destroying value. From $0.30 a share, the base case implies a return of more than 20% a year. OTHER POINTS The number of common shares more than doubled in the first half of 2026, from 16.5 million to 38.9 million, through a $15 million private placement at $5.50 in March, the shares issued for acreage, and further stock sales in the second quarter; stock sales raised about $44 million in total in the first half. The yearly per-share figures before 2026 therefore describe a much smaller share count. On May 30, 2025 the NYSE American notified the company that its shareholders' equity had fallen below the exchange's continued listing standard, and gave it until November 30, 2026 to regain compliance. Shareholders' equity was negative $32.8 million at the end of 2025. Moving the preferred into shareholders' equity lifted the total to $203 million by June 2026, which appears to meet the standard. We could not read the text of the June 2026 quarterly report, so the reworked preferred's terms above come from the reported figures, not the legal documents. If the amendment actually removed the liquidation preference, the converted-share values above would apply instead. In the other direction, the original terms let preferred holders demand 120% of their liquidation preference in a change of control once the term loan is repaid; if that right survived, the bull case for common shareholders would fall to about $1.22 per share. WHAT WOULD MAKE THIS ESTIMATE WRONG The estimate could be too pessimistic if oil and gas prices stay well above 2025 levels for years, if the new processing arrangement lifts the company's gas realizations sharply, or if the new Monument Draw acreage allows much cheaper drilling than the company's record shows. It could be too optimistic if the producing wells decline faster than the engineers expect, if the lenders force asset sales before the loan matures in 2028, or if the preferred's claim in a sale proves larger than its stated liquidation preference.