-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, IwFbVVjOJGRUxtAFPhFcGq2U8MOGeK54WOQSProF42aPycwrcJifSotj+2Ty/cz5 0Dsgv+zpjh9h0dlyE1YfIA== 0000950129-01-501752.txt : 20010706 0000950129-01-501752.hdr.sgml : 20010706 ACCESSION NUMBER: 0000950129-01-501752 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20010705 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20010705 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CALLON PETROLEUM CO CENTRAL INDEX KEY: 0000928022 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 640844345 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-14039 FILM NUMBER: 1675445 BUSINESS ADDRESS: STREET 1: 200 N CANAL ST CITY: NATCHEZ STATE: MS ZIP: 39120 BUSINESS PHONE: 6014421601 MAIL ADDRESS: STREET 1: 200 N CANAL ST CITY: NATCHEZ STATE: MS ZIP: 39120 FORMER COMPANY: FORMER CONFORMED NAME: CALLON PETROLEUM HOLDING CO DATE OF NAME CHANGE: 19940805 8-K 1 h88902e8-k.txt CALLON PETROLEUM COMPANY - DATED JULY 5, 2001 1 ================================================================================ SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 -------- FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report July 5, 2001 (Date of earliest event reported) CALLON PETROLEUM COMPANY (Exact name of registrant as specified in its charter) DELAWARE 0-25192 64-0844345 (State or other jurisdiction of (Commission File Number) (I.R.S. Employer incorporation or organization) Identification Number)
200 NORTH CANAL ST. NATCHEZ, MISSISSIPPI 39120 (Address of principal executive offices) (601) 442-1601 (Registrant's telephone number, including area code) ================================================================================ 2 ITEM 1. CHANGES IN CONTROL OF REGISTRANT Not applicable ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS Not applicable ITEM 3. BANKRUPTCY OR RECEIVERSHIP Not applicable ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANTS Not applicable ITEM 5. OTHER EVENTS Callon Petroleum Company made the press release attached hereto as Exhibit 99.1 on July 5, 2001, announcing that it has entered into a $95 million multiple advance term loan with Duke Capital Partners, LLC. ITEM 6. RESIGNATION OF REGISTRANT'S DIRECTORS Not applicable ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (c) Exhibits EXHIBIT NUMBER TITLE OF DOCUMENT - -------------- ----------------- 99.1 Copy of Callon Petroleum Company's press release dated July 5, 2001. ITEM 8. CHANGE IN FISCAL YEAR Not applicable ITEM 9. REGULATION FD DISCLOSURE Not applicable 2 3 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. CALLON PETROLEUM COMPANY July 5, 2001 By: /s/ James O. Bassi ----------------------------- James O. Bassi Vice President and Controller 3 4 EXHIBIT INDEX EXHIBIT NUMBER TITLE OF DOCUMENT - -------------- ----------------- 99.1 Copy of Callon Petroleum Company's press release dated July 5, 2001. EX-99.1 2 h88902ex99-1.txt COPY OF PRESS RELEASE DATED 07/05/2001 1 EXHIBIT 99.1 For further information contact John S. Weatherly, CFO 1-800-451-1294 FOR IMMEDIATE RELEASE CALLON PETROLEUM COMPANY SECURES $95 MILLION MULTIPLE ADVANCE TERM LOAN Natchez, MS (July 5, 2001)--Callon Petroleum Company ( NYSE: CPE / CPE.PrA) reported today that it has entered into a $95 million multiple advance term loan with Duke Capital Partners, LLC. The company issued $45 million of 12% senior notes upon closing of the loan and will issue the remaining $50 million of senior notes prior to June 30, 2002. Under the terms of the agreement Callon also issued warrants to purchase 265,210 shares of its common stock and conveyed an overriding royalty interest equal to 2% of the company's net interest in four deepwater discoveries. The senior notes will mature March 31, 2005. Proceeds will be used to fund capital expenditures and for general corporate purposes. Fred L. Callon, President and Chief Executive Officer, explains "the proceeds from this financing, when combined with cash flow and current availability under our senior secured credit facility, will fund our primary capital budgets for the balance of this year, as well as next year." Callon points out that this would include completion of and bringing online the Medusa deepwater discovery, currently scheduled to begin production in the fourth quarter of 2002. It also includes ongoing delineation and development drilling programs at three additional deepwater discoveries, and an ongoing exploration program in both the shelf and deepwater regions of the Gulf of Mexico. "With Medusa scheduled to be online by the end of 2002 and our Habanero deepwater discovery expected to begin production in the second half of 2003, we expect our ability to fund future capital expenditures with internally generated cash flow will change substantially after 2002," Callon continues. "This new financing with Duke Capital Partners is custom tailored to meet our needs. The funds will be advanced on a when-needed basis, and we will have adequate flexibility to fund additional capital requirements that may arise during the term of these notes. By the time the notes mature, three of our deepwater discoveries should not only have come online, but they also will have demonstrated established production histories." Callon adds "we expect this facility to meet our capital needs to develop our oil and gas properties through 2002. However, additional capital requirements may result from greater than anticipated success rates from our ongoing shelf and deepwater exploration programs and the refinancing of our senior subordinated notes due 2002." 2 Callon Petroleum Company has been engaged in the exploration, development, acquisition and operation of oil and gas properties in the Gulf Coast region since 1950. This news release contains projections and other forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements include those related to our future capital needs, future capital availability, and the timing and success of future development operations. These forward-looking 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. Such factors include prices of oil and gas, inaccuracies in predicting the timing of future operations, possible cost overruns, operational risks and other risks. These factors are discussed at length in Callon's annual report on Form 10-K for fiscal year 2000 filed with the SEC. # -----END PRIVACY-ENHANCED MESSAGE-----