Additional Information and Where to Find It
In connection with the proposed transaction, Callon and Carrizo intend to file materials with the Securities and Exchange Commission (the SEC),
including a Registration Statement on
Form S-4
of Callon (the Registration Statement) that will include a joint proxy statement of Callon and Carrizo that also constitutes a prospectus of
Callon. After the Registration Statement is declared effective by the SEC, Callon and Carrizo intend to mail a definitive proxy statement/prospectus to shareholders of Callon and shareholders of Carrizo. This communication is not a substitute for
the joint proxy statement/prospectus or the Registration Statement or for any other document that Callon or Carrizo may file with the SEC and send to Callons shareholders and/or Carrizos shareholders in connection with the proposed
transaction. INVESTORS AND SECURITY HOLDERS OF CALLON AND CARRIZO ARE URGED TO READ THE REGISTRATION STATEMENT AND JOINT PROXY STATEMENT/PROSPECTUS, AS EACH MAY BE AMENDED OR SUPPLEMENTED FROM TIME TO TIME, AND OTHER RELEVANT DOCUMENTS FILED BY
CALLON AND CARRIZO WITH THE SEC CAREFULLY WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT CALLON, CARRIZO AND THE PROPOSED TRANSACTION.
Investors will be able to obtain free copies of the Registration Statement and joint proxy statement/prospectus, as each may be amended from time to time, and
other relevant documents filed by Callon and Carrizo with the SEC (when they become available) through the website maintained by the SEC at
www.sec.gov
. Copies of documents filed with the SEC by Callon will be available free of charge
from Callons website at
www.callon.com
under the Investors tab or by contacting Callons Investor Relations Department at
(281) 589-5200 or
IR@callon.com
. Copies of documents filed with the SEC by Carrizo will be available free of charge from Carrizos website at
www.carrizo.com
under
the Investor Relations tab or by contacting Carrizos Investor Relations Department at
(713) 328-1055 or
IR@carrizo.com
.
Participants in the Proxy Solicitation
Callon,
Carrizo and their respective directors and certain of their executive officers and other members of management and employees may be deemed, under SEC rules, to be participants in the solicitation of proxies from Callons shareholders and
Carrizos shareholders in connection with the proposed transaction. Information regarding the executive officers and directors of Callon is included in its definitive proxy statement for its 2019 annual meeting filed with the SEC on
March 27, 2019. Information regarding the executive officers and directors of Carrizo is included in its definitive proxy statement for its 2019 annual meeting filed with the SEC on April 2, 2019. Additional information regarding the
persons who may be deemed participants and their direct and indirect interests, by security holdings or otherwise, will be set forth in the Registration Statement and joint proxy statement/prospectus and other materials when they are filed with the
SEC in connection with the proposed transaction. Free copies of these documents may be obtained as described in the paragraphs above.
Cautionary
Statement Regarding Forward-Looking Information
Certain statements in this communication concerning the proposed transaction, including any
statements regarding the expected timetable for completing the proposed transaction, the results, effects, benefits and synergies of the proposed transaction, future opportunities for the combined company, future financial performance and condition,
guidance and any other statements regarding Callons or Carrizos future expectations, beliefs, plans, objectives, financial conditions, assumptions or future events or performance that are not historical facts are
forward-looking statements based on assumptions currently believed to be valid. Forward-looking statements are all statements other than statements of historical facts. The words anticipate, believe,
ensure, expect, if, intend, estimate, probable, project, forecasts, predict, outlook, aim, will,
could, should, would, potential, may, might, anticipate, likely plan, positioned, strategy, and similar expressions
or other words of similar meaning, and the negatives thereof, are intended to identify forward-looking statements. The forward-looking statements are intended to be subject to the safe harbor provided by Section 27A of the Securities Act of
1933, Section 21E of the Securities Exchange Act of 1934 and the Private Securities Litigation Reform Act of 1995.
These forward-looking statements
involve significant risks and uncertainties that could cause actual results to differ materially from those anticipated, including, but not limited to, failure to obtain the required votes of Callons stockholders or Carrizos shareholders
to approve the transaction and related matters; whether any redemption of Carrizos preferred stock will be necessary or will occur prior to the closing of the transaction; the risk that a condition to closing of the proposed transaction may
not be satisfied, that either party may terminate the merger agreement or that the closing of the proposed transaction might be delayed or not occur at all; potential adverse reactions or changes to business or employee relationships, including
those resulting from the announcement or completion of the transaction; the diversion of management time on transaction-related issues; the ultimate timing, outcome and results of integrating the operations of Callon and Carrizo; the effects of the
business combination of Callon and Carrizo, including the combined companys future financial condition, results of operations, strategy and plans; the ability of the combined company to realize anticipated synergies in the timeframe expected
or at all; changes in capital markets and the ability of the combined company to finance operations in the manner expected; regulatory approval of the transaction; the effects of commodity prices; and the risks of oil and gas activities.
Expectations regarding business outlook, including changes in revenue, pricing, capital expenditures, cash flow generation, strategies for our operations, oil and natural gas market conditions, legal, economic and regulatory conditions, and
environmental matters are only forecasts regarding these matters.