Battalion Oil (BATL) Form 4 Change in insider ownership

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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OMB Number:	3235-0287
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

ARES MANAGEMENT LLC

(Last) (First) (Middle)

2000 AVENUE OF THE STARS

12TH FLOOR

(Street)

LOS ANGELES CA 90067

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
HALCON RESOURCES CORP [ HK ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
02/27/2017

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock, $0.0001 par value	02/27/2017		C		2,760,000(1)(2)	A	$7.25(1)(2)(3)	20,741,822	I	See footnotes(4)(5)(6)(7)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Convertible Preferred Stock	(8)	02/27/2017		P		276(9)		(8)	(8)	Common Stock, $0.0001 par value	2,760,000	(8)	276(9)(10)	I	See footnotes(9)(10)(6)(7)
Convertible Preferred Stock	(8)	02/27/2017		C			276(9)	(8)	(8)	Common Stock, $0.0001	2,760,000	(8)	0(8)(9)(10)	I	See footnotes(9)(10)(6)(7)

1. Name and Address of Reporting Person^*

ARES MANAGEMENT LLC

(Last) (First) (Middle)

2000 AVENUE OF THE STARS

12TH FLOOR

(Street)

LOS ANGELES CA 90067

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Ares Management Holdings L.P.

(Last) (First) (Middle)

2000 AVENUE OF THE STARS

12TH FLOOR

(Street)

LOS ANGELES CA 90067

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Ares Holdco LLC

(Last) (First) (Middle)

2000 AVENUE OF THE STARS

12TH FLOOR

(Street)

LOS ANGELES CA 90067

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Ares Holdings Inc.

(Last) (First) (Middle)

2000 AVENUE OF THE STARS

12TH FLOOR

(Street)

LOS ANGELES CA 90067

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

ARES MANAGEMENT LP

(Last) (First) (Middle)

2000 AVENUE OF THE STARS

12TH FLOOR

(Street)

LOS ANGELES CA 90067

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Ares Management GP LLC

(Last) (First) (Middle)

2000 AVENUE OF THE STARS

12TH FLOOR

(Street)

LOS ANGELES CA 90067

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Ares Partners Holdco LLC

(Last) (First) (Middle)

2000 AVENUE OF THE STARS

12TH FLOOR

(Street)

LOS ANGELES CA 90067

(City) (State) (Zip)

Explanation of Responses:

1. The amount reported reflects an aggregate 2,760,000 shares of the Issuer's Common Stock, $0.0001 par value ("Common Stock"), that will be received upon the conversion of an aggregate of 276 shares of the Issuer's 8% automatically convertible preferred stock ("Preferred Stock"), in the following amounts: 733,705 shares by AF IV Energy II AIV B1 L.P., 116,455 shares by AF IV Energy II AIV A1, L.P., 174,664 shares by AF IV Energy II AIV A2, L.P., 73,743 shares by AF IV Energy II AIV A3, L.P., 75,407 shares by AF IV Energy II AIV A4, L.P., 96,645 shares by AF IV Energy II AIV A5, L.P., 75,686 shares by AF IV Energy II AIV A6, L.P., 38,820 shares by AF IV Energy II AIV A7, L.P.,

2. 75,306 shares by AF IV Energy II AIV A8, L.P., 78,061 shares by AF IV Energy II AIV A9, L.P., 116,455 shares by AF IV Energy II AIV A10, L.P., 43,663 shares by AF IV Energy II AIV A11, L.P., 77,620 shares by AF IV Energy II AIV A12, L.P., 35,466 shares by SSF III Halcon AIV B1, L.P., 151,986 shares by SSF III Halcon AIV 1, L.P., 22,801 shares by SSF III Halcon AIV 2, L.P., (continued in footnote 3)

3. 43,573 shares by SSF III Halcon AIV 3, L.P., 246,512 shares by SSF IV Halcon AIV B1, L.P., 11,470 shares by SSF IV Halcon AIV 1, L.P., 84,535 shares by SSF IV Halcon AIV 2, L.P., 91,809 shares by SSF IV Halcon AIV 3, L.P., 22,958 shares by SSF IV Halcon AIV 4, L.P., 50,639 shares by SSF IV Halcon AIV 5, L.P., 85,176 shares by SSF IV Halcon AIV 6, L.P., 102,361 shares by SSF IV Halcon AIV 7, L.P., and 34,484 shares by Ares Strategic Investment Partners Ltd.

4. The amount reported reflects an aggregate of 20,741,822 shares of Common Stock, in the following amounts: 5,318,165 shares by AF IV Energy II AIV B1, L.P., 844,106 shares by AF IV Energy II AIV A1, L.P., 1,266,030 shares by AF IV Energy II AIV A2, L.P., 534,517 shares by AF IV Energy II AIV A3, L.P., 546,576 shares by AF IV Energy II AIV A4, L.P., 700,520 shares by AF IV Energy II AIV A5, L.P., 548,602 shares by AF IV Energy II AIV A6, L.P., 281,382 shares by AF IV Energy II AIV A7, L.P., 545,844 shares by AF IV Energy II AIV A8, L.P., 565,817 shares by AF IV Energy II AIV A9, L.P., 844,106 shares by AF IV Energy II AIV A10, L.P., 316,486 shares by AF IV Energy II AIV A11, L.P., 562,616 shares by AF IV Energy II AIV A12, L.P., 257,070 shares by SSF III Halcon AIV B1, L.P., 1,101,652 shares by SSF III Halcon AIV 1, L.P., 165,271 shares by SSF III Halcon AIV 2, L.P., (continued in footnote 5)

5. 315,830 shares by SSF III Halcon AIV 3, L.P., 1,786,808 shares by SSF IV Halcon AIV B1, L.P., 83,139 shares by SSF IV Halcon AIV 1, L.P., 612,742 shares by SSF IV Halcon AIV 2, L.P., 665,464 shares by SSF IV Halcon AIV 3, L.P., 166,411 shares by SSF IV Halcon AIV 4, L.P., 367,050 shares by SSF IV Halcon AIV 5, L.P., 617,385 shares by SSF IV Halcon AIV 6, L.P., 741,953 shares by SSF IV Halcon AIV 7, L.P., 292,519 shares by Ares Dynamic Credit Allocation Fund, Inc., 229,342 shares by Ares Strategic Investment Partners Ltd., 224,654 shares by Future Fund Board of Guardians, 95,790 shares by ASIP (Holdco) IV S.a.r.l., 42,051 shares by Ares Multi-Strategy Credit Fund V (H), L.P., 67,228 shares by Transatlantic Reinsurance Company and 34,696 shares by RSUI Indemnity Company. The manager of the foregoing entities is Ares Management LLC. (continued in footnote 6)

6. The sole member of Ares Management LLC is Ares Management Holdings L.P. ("Ares Management Holdings") and the general partner of Ares Management Holdings is Ares Holdco LLC ("Ares Holdco"). The sole member of Ares Holdco is Ares Holdings Inc. ("Ares Holdings"), whose sole stockholder is Ares Management, L.P. ("Ares Management"). The general partner of Ares Management is Ares Management GP LLC ("Ares Management GP") and the sole member of Ares Management GP is Ares Partners Holdco LLC ("Ares Partners," and together with Ares Management LLC, Ares Management Holdings, Ares Holdco, Ares Holdings, Ares Management, and Ares Management GP, the "Ares Entities"). Ares Partners is managed by a board of managers, which is composed of Michael Arougheti, R. Kipp deVeer, David Kaplan, Antony Ressler and Bennett Rosenthal. (continued in footnote 7)

7. Decisions by Ares Partners' board of managers generally are made by a majority of the members, which majority, subject to certain conditions, must include Antony Ressler. Each of the Ares Entities and the members of Ares Partners' board of managers and the other directors, officers, partners, stockholders, members and managers of the Ares Entities expressly disclaims beneficial ownership of these securities, except to the extent of any pecuniary interest therein, and this Form 4 shall not be deemed an admission that any such person or entity is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purposes. The address of each Ares Entity is 2000 Avenue of the Stars, 12th Floor, Los Angeles, CA 90067.

8. Each share of the Issuer's Preferred Stock is convertible into 10,000 shares of the Issuer's Common Stock, or $7.25 per share of Common Stock, and will convert automatically on the 20th calendar day after the Issuer mails a definitive information statement to holders of its Common Stock notifying them that holders of a majority of the Issuer's outstanding Common Stock have consented to the issuance of the Common Stock upon conversion of the Preferred Stock. The Issuer reported in its Current Report on Form 8-K filed on January 26, 2017, that as of January 24, 2017, the Issuer had received written consent for conversion of the Preferred Stock from stockholders representing more than 50% of the Issuer's outstanding Common Stock.

9. The amount reported reflects an aggregate of 276 shares of the Issuer's Preferred Stock in the following amounts: 73.3705 shares by AF IV Energy II AIV B1 L.P., 11.6455 shares by AF IV Energy II AIV A1, L.P., 17.4664 shares by AF IV Energy II AIV A2, L.P., 7.3743 shares by AF IV Energy II AIV A3, L.P., 7.5407 shares by AF IV Energy II AIV A4, L.P., 9.6645 shares by AF IV Energy II AIV A5, L.P., 7.5686 shares by AF IV Energy II AIV A6, L.P., 3.8820 shares by AF IV Energy II AIV A7, L.P., 7.5306 shares by AF IV Energy II AIV A8, L.P., 7.8061 shares by AF IV Energy II AIV A9, L.P., 11.6455 shares by AF IV Energy II AIV A10, L.P., 4.3663 shares by AF IV Energy II AIV A11, L.P., 7.7620 shares by AF IV Energy II AIV A12, L.P., 3.5466 shares by SSF III Halcon AIV B1, L.P., 15.1986 shares by SSF III Halcon AIV 1, L.P., 2.2801 shares by SSF III Halcon AIV 2, L.P., (continued in footnote 10)

10. 4.3573 shares by SSF III Halcon AIV 3, L.P., 24.6512 shares by SSF IV Halcon AIV B1, L.P., 1.1470 shares by SSF IV Halcon AIV 1, L.P., 8.4535 shares by SSF IV Halcon AIV 2, L.P., 9.1809 shares by SSF IV Halcon AIV 3, L.P., 2.2958 shares by SSF IV Halcon AIV 4, L.P., 5.0639 shares by SSF IV Halcon AIV 5, L.P., 8.5176 shares by SSF IV Halcon AIV 6, L.P., 10.2361 shares by SSF IV Halcon AIV 7, L.P., and 3.4484 shares by Ares Strategic Investment Partners Ltd.

Remarks:

Ares Management LLC and its affiliates designated three individuals who were appointed to the board of directors of the Issuer on September 9, 2016. Accordingly, Ares Management LLC and its affiliates listed hereon may be deemed to be a director by deputization.

	/s/ Naseem Sagati, by Authorized Signatory of ARES MANAGEMENT LLC	03/01/2017
	/s/ Naseem Sagati, by Authorized Signatory of ARES HOLDCO LLC, general partner for ARES MANAGEMENT HOLDINGS L.P.	03/01/2017
	/s/ Naseem Sagati, by Authorized Signatory of ARES HOLDCO LLC	03/01/2017
	/s/ Naseem Sagati, by Authorized Signatory of ARES HOLDINGS INC.	03/01/2017
	/s/ Naseem Sagati, by Authorized Signatory of ARES MANAGEMENT GP LLC, general partner for ARES MANAGEMENT, L.P.	03/01/2017
	/s/ Naseem Sagati, by Authorized Signatory of ARES MANAGEMENT GP LLC	03/01/2017
	/s/ Naseem Sagati, by Authorized Signatory of ARES PARTNERS HOLDCO LLC	03/01/2017
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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