NATCHEZ, Miss., May 31, 2018 /PRNewswire/ -- Callon
Petroleum Company (NYSE: CPE) ("Callon" or the "Company") announced
today that it has priced $400 million
aggregate principal amount of its 6.375% senior unsecured notes due
2026 (the "notes") in a private offering that is exempt from
registration under the Securities Act of 1933, as amended (the
"Securities Act"). This represents an increase of
$100 million over the aggregate
principal amount previously announced. The sale of the notes is
expected to close on June 7, 2018,
subject to customary closing conditions. The notes will be
initially guaranteed on a senior unsecured basis by the Company's
wholly-owned subsidiary, Callon Petroleum Operating Company, and
may be guaranteed in the future by other subsidiaries.
A portion of the net proceeds from the offering is expected to
be used to partially fund the previously disclosed purchase from
Cimarex Energy Co. of certain producing oil and gas properties and
undeveloped acreage in the Delaware Basin. The balance of the net
proceeds from the offering is expected to be used to repay amounts
borrowed under the Company's senior secured revolving credit
facility and the remaining proceeds, if any, for general corporate
purposes. If the pending acquisition is not consummated, the
Company intends to use the net proceeds from the offering to fund a
portion of its exploration and development activities, a potential
redemption of its preferred stock, and for general corporate
purposes, which may include leasehold interest and property
acquisitions, repayment of indebtedness, and working capital.
The notes and the related guarantees to be offered have not been
registered under the Securities Act or any state securities laws
and unless so registered, the notes and the related guarantees may
not be offered or sold in the United
States except pursuant to an exemption from, or in a
transaction not subject to, the registration requirements of the
Securities Act and applicable state securities laws. The Company
will enter into a registration rights agreement with respect to the
notes and the related guarantees. The notes and the related
guarantees are expected to be eligible for trading by persons
reasonably believed to be qualified institutional buyers in
the United States under Rule 144A
under the Securities Act and outside the
United States pursuant to Regulation S under the Securities
Act.
This press release is being issued pursuant to Rule 135c under
the Securities Act, and is neither an offer to sell nor a
solicitation of an offer to buy the notes or any other securities
and shall not constitute an offer to sell or a solicitation of an
offer to buy, or a sale of, the notes and the related guarantees or
any other securities in any jurisdiction in which such offer,
solicitation or sale is unlawful.
About Callon Petroleum Company
Callon is an independent energy company focused on the
acquisition, development, exploration and operation of oil and
natural gas properties in the Permian Basin in West Texas.
Cautionary Statement Regarding Forward Looking
Statements
This news release contains "forward-looking statements" within
the meaning of Section 27A of the Securities Act and Section 21E of
the Securities Exchange Act of 1934, as amended. Forward-looking
statements include all statements regarding the consummation of the
pending acquisition and completion of related financings and the
time frame in which these transactions will occur, the
implementation of the Company's business plans and strategy, as
well as statements including the words "believe," "expect," "plans"
and words of similar meaning. These statements reflect the
Company's current views with respect to future events and financial
performance. No assurances can be given, however, that these events
will occur or that these projections will be achieved, and actual
results could differ materially from those projected as a result of
certain factors. Some of the factors which could affect the
Company's future results and could cause results to differ
materially from those expressed in its forward-looking statements
are more fully discussed in its filings with the SEC, including its
Annual Reports on Form 10-K and Quarterly Reports on Form 10-Q,
available on the Company's website or the SEC's website at
www.sec.gov.
For further information contact:
Mark Brewer
Director of Investor Relations
281-589-5279
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SOURCE Callon Petroleum Company