Quarterly report pursuant to Section 13 or 15(d)

Subsequent Events

v3.23.1
Subsequent Events
3 Months Ended
Mar. 31, 2023
Subsequent Events [Abstract]  
Subsequent Events Subsequent Events
Credit Agreement Reaffirmation
See “Note 8 — Borrowings” for discussion of the results of the Company’s spring 2023 borrowing base redetermination.
Divestiture of Eagle Ford Properties
On May 3, 2023, the Company entered into an agreement with Ridgemar Energy Operating, LLC (“Ridgemar”) for the sale of all its oil and gas properties in the Eagle Ford for cash consideration of $655.0 million, subject to customary purchase price adjustments, as well as contingent consideration where the Company could receive up to $45.0 million if the WTI price of oil exceeds certain thresholds in 2024. Upon signing, Ridgemar paid approximately $49.1 million as a deposit into third-party escrow accounts. The transaction is structured as the acquisition by Ridgemar of 100% of the limited liability company interests of the Company’s wholly owned subsidiary, Callon (Eagle Ford) LLC.
Acquisition of Delaware Basin Properties
On May 3, 2023, the Company entered into an agreement with Percussion Petroleum Operating,II, LLC (“Percussion”) for the purchase of its oil and gas properties in the Delaware Basin for cash consideration of $265.0 million and $210.0 million of shares of Company common stock. Additionally, the Company could have to pay up to $62.5 million of contingent consideration if the WTI price of oil exceeds certain thresholds in 2023, 2024, and 2025. Upon signing, the Company paid $36.0 million as a deposit into third-party escrow accounts. The transaction is structured as the acquisition by Callon Petroleum Operating Company of 100% of the limited liability company interests of Percussion’s wholly owned subsidiary, Percussion Petroleum Operating II, LLC.
Closing of both transactions is expected to occur early in July 2023, subject to completion of various customary conditions.
Approval of Share Repurchase Program
On May 2, 2023, the board of directors (the “Board”) of the Company approved a share repurchase program (the “Share Repurchase Program”), pursuant to which the Company is authorized to repurchase up to $300.0 million of its outstanding common stock through the second quarter of 2025, contingent upon the consummation of the transactions described above. Repurchases under the Share Repurchase Program may be made, from time to time, in amounts and at prices the Company deems appropriate and will be subject to a variety of factors, including the market price of the Company’s common stock, general market and economic conditions and applicable legal requirements. The Share Repurchase Program may be suspended, modified or discontinued by the Board at any time without prior notice.