Carrizo Acquisition |
9 Months Ended |
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Sep. 30, 2019 | |
| Business Combinations [Abstract] | |
| Carrizo Acquisition | Carrizo Acquisition On July 14, 2019, Callon and Carrizo Oil & Gas, Inc. (“Carrizo”) entered into an Agreement and Plan of Merger (the “Merger Agreement”), pursuant to which, upon the terms and subject to the conditions set forth therein, Carrizo will merge with and into Callon, with Callon as the surviving corporation (the “Merger” or the “Carrizo Acquisition”). The combination will result in a portfolio of core oil-weighted assets in both the Permian Basin and Eagle Ford Shale.
Subject to the terms and conditions of the Merger Agreement, at the effective time of the Merger (the “Effective Time”), each outstanding share of Carrizo common stock, will be converted into the right to receive 2.05 shares of Callon common stock. Following the closing of the Merger, Callon’s existing shareholders and Carrizo’s existing shareholders will own approximately 54% and 46%, respectively, of the outstanding shares of the combined company.
The Merger Agreement provides that, upon consummation of the Merger, the board of directors of Callon will consist of the eight members of the board of directors of Callon immediately prior to the Effective Time and three members of the board of directors of Carrizo. Callon and Carrizo have agreed that the Director Designees will be appointed to the Callon board immediately after the effective time, with the Callon designee being appointed as a Class III director, with a term ending at the 2021 annual meeting of the shareholders of Callon, and the Carrizo designees being appointed as Class I directors, each with a term ending at the 2022 annual meeting of the shareholders of Callon. Callon and Carrizo expect that the Callon designee will be Frances Aldrich Sevilla-Sacasa and the Carrizo designees will be S.P. Johnson IV and Steven A. Webster.
Additionally, the Merger Agreement provides that, upon consummation of the Merger, the officers of Callon immediately prior to the Effective Time shall be the officers of the combined company. Callon will continue to be headquartered in Houston, Texas, where both
companies are currently based. Callon expects that the acquisition will close during the fourth quarter of 2019, subject to the approval of both shareholder bases, the satisfaction of certain regulatory approvals and other closing conditions.
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