Item 2.01. Completion of Acquisition or Disposition of Assets
As previously disclosed, on August 3, 2021, Callon Petroleum Company ("Callon"
or the "Company") and Callon Petroleum Operating Company ("CPOC"), Callon's
wholly owned subsidiary, entered into purchase and sale agreements with Primexx
Resource Development, LLC ("Primexx") and BPP Acquisition, LLC ("BPP"), for the
purchase of certain producing oil and gas properties, undeveloped acreage and
associated infrastructure assets in the Delaware Basin (collectively, the "Peak
On October 1, 2021, the Company and CPOC completed the Peak
Acquisition for a purchase price of approximately (i) $362.2 million in cash and
6.42 million shares of Company common stock as total consideration for assets
acquired from Primexx and (ii) $91.5 million in cash and 2.42 million shares of
Company common stock as total consideration for assets acquired from BPP.
The purchase and sale agreements with Primexx and BPP provide for customary
adjustments to the purchase price based on an effective date of July 1, 2021.
Item 7.01. Regulation FD
On October 5, 2021, the Company issued a press release, attached as Exhibit
99.1, announcing the acquisition described in this Report. A copy of the press
release is furnished as Exhibit 99.1 hereto and is incorporated herein by
The information set forth in this Item 7.01 and in the attached Exhibit 99.1
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 or the Exchange Act,
except as shall be expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits
(a)Financial Statements of Business Acquired
The Company will file the financial statements required by Item 9.01 (a) of Form
8-K by an amendment to this Current Report on Form 8-K no later than 71 days
from the date this Current Report on Form 8-K is required to be filed.
(b)Pro Forma Financial Information
The Company will file the pro forma financial information required by Item 9.01
(b) of Form 8-K by an amendment to this Current Report on Form 8-K no later than
71 days from the date this Current Report on Form 8-K is required to be filed.
Exhibit Number Description
99.1 Press release dated October 5, 2021
announcing the closing of the Peak
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