-----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, AbfmNemCy4EgVWDlvRvTwcERbbWYmzbL3vsEgfnX4ZJGTKVCuz3vhJyJd3pTv1By h17enzg8i0Hp7jy7kDRv6Q== 0000950134-03-016344.txt : 20031208 0000950134-03-016344.hdr.sgml : 20031208 20031208164006 ACCESSION NUMBER: 0000950134-03-016344 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20031208 ITEM INFORMATION: ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20031208 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: 1934 Act SEC FILE NUMBER: 001-14039 FILM NUMBER: 031042880 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 d11140e8vk.txt FORM 8-K ================================================================================ UNITED STATES 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 December 8, 2003 (Date of earliest event reported) CALLON PETROLEUM COMPANY (Exact name of registrant as specified in its charter) DELAWARE 001-14039 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, including zip code) (601) 442-1601 (Registrant's telephone number, including area code) ================================================================================ ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS Exhibits EXHIBIT NUMBER DESCRIPTION 99.1 Press release dated December 8, 2003 providing information regarding the sale of $100 million of senior unsecured notes in a private placement. The seven-year notes will carry a coupon rate of 9.75% with a maturity on December 5, 2010. ITEM 12. REGULATION FD DISCLOSURE On December 8, 2003, Callon Petroleum Company issued the press releases attached as Exhibits 99.1 providing information regarding the sale of $100 million of senior unsecured notes in a private placement. The seven-year notes will carry a coupon rate of 9.75% with a maturity on December 5, 2010. 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 December 8, 2003 By: /s/ John S. Weatherly ------------------------------ John S. Weatherly Senior Vice President and Chief Financial Officer 2 EXHIBIT INDEX
EXHIBIT NUMBER DESCRIPTION - -------------- ----------- 99.1 Press release dated December 8, 2003 providing information regarding the sale of $100 million of senior unsecured notes in a private placement. The seven-year notes will carry a coupon rate of 9.75% with a maturity on December 5, 2010.
EX-99.1 3 d11140exv99w1.txt PRESS RELEASE EXHIBIT 99.1 For further information contact John S. Weatherly, CFO 1-800-451-1294 FOR IMMEDIATE RELEASE CALLON PETROLEUM COMPANY ANNOUNCES CLOSING OF $100 MILLION SENIOR NOTES Natchez, MS (December 8, 2003)--Callon Petroleum Company (NYSE: CPE / CPE.PrA) announced today that it sold $100 million of senior unsecured notes in a private placement. The seven-year notes will carry a coupon rate of 9.75% with a maturity on December 5, 2010. The company also announced that it called for redemption its 10.125% Senior Subordinated Notes due 2004 and its 10.25% Senior Subordinated Notes due 2004. Callon will initially apply the balance of the proceeds from the issuance of notes to reduce the balance outstanding under its senior secured revolving credit facility. "This note issuance provides us not only with a financing solution for our 2004 maturities but also offers a tremendous amount of flexibility in refinancing our other indebtedness," explains Fred Callon, president. "In conjunction with the start up of our deepwater production from the Medusa and Habanero fields, 2004 cash flow, when combined with this financing, will allow us to fund our 2004 capital expenditure budget, refinance our 2004 maturities and reduce other outstanding debt." In addition to the senior unsecured notes, Callon issued detachable warrants to purchase 1.5 million shares of its common stock at an exercise price of $10 per share. The notes will not be and have not been registered under the Securities Act of 1933 and may not be offered or sold in the United States absent registration under the Securities Act of 1933 or an exemption from such registration requirements. 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 2002 filed with the SEC. # -----END PRIVACY-ENHANCED MESSAGE-----