Callon Petroleum Company (NYSE:CPE) Files An 8-K Completion of Acquisition or Disposition of Assets

On June 12, 2019, Callon Petroleum Operating Company (“CPOC”), a wholly owned subsidiary of Callon Petroleum Company (the “Company”), completed its divestiture of certain non-core assets in the southern Midland Basin (the “Ranger Asset Divestiture”) to Sequitur Permian, LLC (the “Purchaser”) for net cash proceeds received at closing of $245 million, including customary purchase price adjustments. The Ranger Asset Divestiture closed to the Purchase and Sale Agreement, dated as of April 8, 2019 (the “Purchase Agreement”), which also provides for potential contingent consideration payments of up to $60 million based on West Texas Intermediate average annual pricing over a three-year period. Other than the Ranger Asset Divestiture, there is no material relationship between the Company and the Purchaser.

The foregoing description of the Purchase Agreement is qualified in its entirety by reference to the text of the Purchase Agreement, which is filed herewith as Exhibit 2.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 7.01 Regulation FD Disclosure.

On June 13, 2019, the Company issued a press release announcing that CPOC completed the Ranger Asset Divestiture. A copy of the press release is furnished as Exhibit 99.2 to this report and is incorporated by reference herein.

The information set forth in this Item 7.01 and in the attached Exhibit 99.2 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.

(b) Pro forma financial information.

Unaudited pro forma consolidated financial statements for the year ended December 31, 2018, and the three months ended March 31, 2019, reflecting the Ranger Divestiture are attached hereto as Exhibit 99.1 to this Current Report on Form 8-K and are incorporated by reference herein.

(d) Exhibits.

¹ Exhibits and Schedules have been omitted to Item 601(b)(2) of Regulation S-K. The Company agrees to furnish a supplemental copy of any such omitted Exhibit or Schedule to the Securities and Exchange Commission upon request. A list identifying the contents of all omitted exhibits and schedules can be found on pages iv and v of Exhibit 2.1.

CALLON PETROLEUM CO Exhibit
EX-2.1 2 exhibit21psa.htm EXHIBIT 2.1 Exhibit PURCHASE AND SALE AGREEMENTby and betweenCALLON PETROLEUM OPERATING COMPANYas SellerandSEQUITUR PERMIAN,…
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About Callon Petroleum Company (NYSE:CPE)

Callon Petroleum Company is an independent oil and natural gas company. The Company is engaged in the exploration, development, acquisition and production of oil and natural gas properties. It focuses on unconventional, onshore, oil and natural gas reserves in the Permian Basin in West Texas and the Midland Basin. Its asset base is concentrated in the Midland Basin located within the broader Permian Basin. Its operations are focused on horizontal drilling of several prospective intervals, including multiple levels of the Wolfcamp formation. It has drilled approximately 40 gross (over 27.1 net) horizontal, while completing approximately 30 gross (over 25.8 net) horizontal and over 1 gross (approximately 0.4 net) vertical wells. It owns leaseholds over 17,670 net acres in the Permian Basin. Its Southern Midland Basin area consists of fields located in Upton, Reagan and Crockett Counties, Texas. Its Central Midland Basin area encompasses Midland, Ector, Andrews and Martin Counties.