Callon Petroleum Company Reports Fourth Quarter and Full Year 2023 Results

Fourth quarter results top expectations for production

Long-term debt further reduced to $1.9 billion

Realized reductions in well costs and gains in well productivity to drive 2024 capital efficiency

HOUSTON, Feb. 26, 2024 /PRNewswire/ -- Callon Petroleum Company (NYSE: CPE) ("Callon" or the "Company") today reported fourth quarter and full year 2023 financial and operating results. Due to the pending merger (the "Merger") with APA Corporation ("APA"), Callon will not host a conference call or webcast to discuss its fourth quarter and full year 2023 results.

Fourth Quarter 2023 Highlights

    --  Generated $298.3 million of net cash provided by operating activities
    --  Adjusted free cash flow of $120.2 million marking 15 consecutive
        quarters of adjusted free cash flow generation
    --  Total production was above the high end of guidance and averaged 103.4
        MBoe/d (79% liquids); oil production averaged 58.7 MBbls/d
    --  Capital expenditures were in line with guidance at $170.5 million
    --  Repurchased $40.5 million in common stock during the quarter

Full-Year 2023 Highlights

    --  Completed transformative transactions to focus on the Permian Basin,
        reduce leverage and accelerate returns to shareholders following the
        acquisition of high-value, accretive assets in the Delaware Basin and
        the simultaneous divestiture of its legacy Eagle Ford assets
    --  Launched a $300 million share buyback program, repurchasing 1.7 million
        shares, or approximately 2.5% of total shares outstanding at December
        31, 2023, at an average-weighted price of $33.59 per share
    --  Allocated free cash flow to reduce long-term debt by 14% year-over-year,
        exiting 2023 with $1.9 billion in long-term debt and a leverage ratio,
        calculated as net debt divided adjusted EBITDAX as defined in our credit
        facility, of less than 1.5x
    --  Generated $1.1 billion of net cash provided by operating activities
    --  Adjusted free cash flow of $188.1 million
    --  Total production averaged 103.0 MBoe/d and 60.0 MBbl/d (80% liquids and
        58% oil)
    --  Capital expenditures were in line with guidance at $977 million
    --  Estimated proved reserves at year-end, as prepared by DeGolyer and
        MacNaughton, were 433.5 MMBoe, of which 64% was proved developed
        producing (PDP) and 55% was crude oil. Using SEC prices, the
        standardized measure of discounted future net cash flows was $5.4
        billion with an associated PV-10 metric of $5.9 billion (73% PDP)

"The steps we took in 2023 to focus on the Permian and improve overall capital efficiency are paying dividends as demonstrated in the fourth quarter. We posted exceptional results, with a sequential production increase and capital spending on target with plan. Our recent operational initiatives, including fit-for-purpose completion designs and artificial lift optimization, generated tangible improvements in well performance and pave the way for sustained uplift in the future," said Joe Gatto, President and Chief Executive Officer. "Callon is firing on all cylinders today with a solid capital efficiency trajectory driven by both well productivity and significant reductions in wells costs. Our pending combination with APA will further increase the value proposition for shareholders from an expanded Permian footprint and organization that can drive incremental gains in performance through the application of best practices and technical expertise from both companies."

Fourth Quarter 2023 Financial and Operating Summary

Fourth quarter 2023 net income of $169.0 million, or $2.51 per share, (all share amounts are stated on a diluted basis), and adjusted EBITDAX of $325.8 million. Adjusted income was $109.0 million, or $1.62 per share.

Fourth quarter production was above the high end of guidance and averaged 103.4 MBoe/d (57% oil and 79% liquids). During the quarter, 14 gross wells were TIL. Notably, cumulative oil production from fourth quarter wells were 51% more productive on a per lateral foot basis in the first 90 days of production (6,848 Bbl / 1,000 lateral ft.) compared to third quarter 2023 wells.

Average realized commodity prices during the quarter were $79.05 per Bbl for oil (101% of NYMEX WTI), $20.94 per Bbl for natural gas liquids, and $1.60 per MMBtu for natural gas (55% of NYMEX HH). Total average realized price for the period was $51.54 per Boe on an unhedged basis.

Lease operating expense, which includes workover expense, for the quarter was $77.9 million or $8.19 per Boe compared to $73.5 million or $7.85 per Boe in the third quarter of 2023.

Capital expenditures for the fourth quarter were $170.5 which was within guidance. Over the course of the second half of 2023, relative to prior activity plans, Callon drilled an incremental nine wells (all to be completed in 2024) and completed roughly 40,000 incremental lateral feet at higher than planned intensities while staying within the original budget guidance. The incremental completions activity was related to an eleven-well project placed on production in Q1 of 2024. Entering 2024, these types of realized efficiency gains have positioned the Company to deliver significantly lower average well costs, including facilities, of approximately $980 per lateral foot in the Delaware Basin (a 19% decrease to 2023 actuals) and $682 per lateral foot in the Midland Basin (a 26% decrease to 2023 actuals). This well cost structure also includes an average 20% increase in completion intensity, or proppant lb/ft, compared to 2023 actuals. These capital cost estimates, which underpin our AFEs currently in process for 2024, are consistent with previously disclosed estimates of per well cost reductions of at least 15% for 2024 versus 2023.

Shareholder Returns

During the fourth quarter, Callon repurchased 1.3 million shares of common stock at a weighted average purchase price of $32.02 per common share for a total cost of $40.5 million. As of December 31, 2023, the remaining authorized repurchase amount under the share repurchase program was $244.5 million; however, Callon is restricted under its merger agreement with APA from share repurchases.

Environmental, Social, and Governance ("ESG") Updates

The Company is committed to GHG emission reductions and has made significant progress in its 2023 environmental performance, including reaching its 2024 goals for GHG emissions a year earlier than expected. Highlights of the 2023 program include:

    --  Attained corporate 2024 goal of reducing GHG intensity by more than 50%
        over 2019 levels
    --  Reduced methane emissions by more than 80% as compared to 2021 levels to
        exceed our 2024 goal of methane emissions <0.2% of total gas produced
    --  Accelerated achievement of 2024 goal to reduce Callon-controlled flaring
        to less than 1%

2024 Guidance

Due to the pending merger with APA, Callon has discontinued providing guidance.

About Callon Petroleum

Callon Petroleum Company is an independent oil and natural gas company focused on the acquisition, exploration and sustainable development of high-quality assets in the Permian Basin in West Texas.

Contact Information

Matthew Hesterberg
Callon Petroleum Company
ir@callon.com
(281) 589-5200

No Offer or Solicitation

Communications in this news release are for informational purposes only and are not intended to and do not constitute an offer to sell or a solicitation of an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval, in any jurisdiction, with respect to the proposed transaction or otherwise, nor shall there be any sale, issuance, exchange or transfer of the securities referred to in this document in any jurisdiction in contravention of applicable law. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended (the "Securities Act").

Additional Information and Where to Find It

In connection with the proposed transaction, APA has filed with the Securities and Exchange Commission (the "SEC") a registration statement on Form S-4 (the "Registration Statement") that includes a joint proxy statement of Callon and APA and a prospectus of APA (the "Joint Proxy Statement/Prospectus"). The Registration Statement was declared effective on February 15, 2024, and APA filed a prospectus on February 16, 2024 and Callon filed a definitive proxy statement on February 16, 2024. Callon and APA commenced mailing of the definitive Joint Proxy Statement/Prospectus to their respective stockholders on or about February 16, 2024. The proposed transaction will be submitted to Callon's stockholders and APA's stockholders for their consideration. Callon and APA may also file other documents with the SEC regarding the proposed transaction. This news release is not a substitute for the Registration Statement and definitive Joint Proxy Statement/Prospectus that has been filed with the SEC or any other document that Callon or APA has filed or may file with the SEC and send to Callon's stockholders and/or APA's stockholders in connection with the proposed transaction. INVESTORS AND SECURITY HOLDERS OF CALLON AND APA ARE URGED TO READ THE REGISTRATION STATEMENT AND DEFINITIVE JOINT PROXY STATEMENT/PROSPECTUS, AS EACH MAY BE AMENDED OR SUPPLEMENTED FROM TIME TO TIME, AND ALL OTHER RELEVANT DOCUMENTS THAT ARE FILED OR WILL BE FILED WITH THE SEC, CAREFULLY AND IN THEIR ENTIRETY BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT CALLON, APA, THE PROPOSED TRANSACTION, THE RISKS RELATED THERETO AND RELATED MATTERS.

Investors and security holders will be able to obtain free copies of the Registration Statement and definitive Joint Proxy Statement/Prospectus, as each may be amended or supplemented from time to time, and all other relevant documents that are filed or will be filed with the SEC through the website maintained by the SEC at http://www.sec.gov. Copies of documents filed with the SEC by Callon will be made available free of charge on Callon's website at http://www.callon.com under the "Investors" tab or by contacting Callon's Investor Relations Department at (281) 589-5200 or IR@callon.com. Copies of documents filed with the SEC by APA will be available free of charge on APA's website at https://www.apacorp.com.

Participants in the Proxy Solicitation

Callon, APA and their respective directors and certain of their executive officers and other members of management and employees may be deemed, under SEC rules, to be participants in the solicitation of proxies from Callon's stockholders and APA's stockholders in connection with the proposed transaction. Information regarding the executive officers and directors of Callon is included in its definitive proxy statement for its 2023 annual meeting filed with the SEC on March 13, 2023 and certain of its Current Reports on Form 8-K. You can obtain a free copy of this document at the SEC's website at http://www.sec.gov or by accessing Callon's website at http://www.callon.com. To the extent holdings of Callon's securities by such executive officers and directors have changed since the amounts printed in the definitive proxy statement for Callon's 2023 annual meeting, such changes have been or will be reflected on Initial Statements of Beneficial Ownership on Form 3 or Statements of Changes in Beneficial Ownership on Form 4 filed with the SEC. Information regarding the executive officers and directors of APA is included in its definitive proxy statement for its 2023 annual meeting filed with the SEC on April 11, 2023 and certain of its Current Reports on Form 8-K. You can obtain a free copy of this document at the SEC's website at http://www.sec.gov or by accessing APA's website at http://www.apacorp.com. To the extent holdings of APA's securities by such executive officers and directors have changed since the amounts printed in the definitive proxy statement for APA's 2023 annual meeting, such changes have been or will be reflected on Initial Statements of Beneficial Ownership on Form 3 or Statements of Changes in Beneficial Ownership on Form 4 filed with the SEC. Investors may obtain additional information regarding the participants in the solicitations and a description of their direct and indirect interests, by security holdings or otherwise, by reading the Registration Statement, the definitive Joint Proxy Statement/Prospectus and other relevant materials filed with the SEC regarding the proposed transaction. Stockholders of Callon and APA, potential investors and other readers should read the definitive Joint Proxy Statement/Prospectus carefully before making any voting or investment decisions.

Cautionary Statement Regarding Forward Looking Information

This news release contains forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements are all statements other than statements of historical facts. In some cases, you can identify forward-looking statements in this news release by words such as "anticipate," "project," "intend," "estimate," "expect," "believe," "predict," "budget," "projection," "goal," "plan," "forecast," "target" or similar expressions but not all forward-looking statements contain such words. Forward-looking statements that may be included in this news release include statements about our oil and natural gas reserve quantities and the discounted present value of these reserves, the amount and nature of our capital expenditures, our future drilling and development plans and our potential drilling locations, the timing and amount of future capital and operating costs, commodity price risk management activities and the impact on our average realized prices, business strategies and plans of management, our initiatives to control costs and improve capital and structural drilling efficiency; our ability to efficiently integrate recent acquisitions, and the pending Merger.

These forward-looking statements reflect the Company's current views with respect to future events and financial performance based on management's experience and perception of historical trends, current conditions, anticipated (or assumed) future developments and other factors believed to be appropriate. 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. Some of the factors which could affect our future results and could cause results to differ materially from those expressed in our forward-looking statements include the volatility of oil and natural gas prices; changes in the supply of and demand for oil and natural gas, including as a result of actions by, or disputes among members of OPEC and other oil and natural gas producing countries with respect to production levels or other matters related to the price of oil; general economic conditions, including the availability of credit, inflation or rising interest rates; our ability to drill and complete wells; operational, regulatory and environment risks; the cost and availability of equipment and labor; our ability to finance our development activities at expected costs or at expected times or at all; rising interest rates and inflation; our inability to realize the benefits of recent transactions; currently unknown risks and liabilities relating to the newly acquired assets and operations; the effects of the business combination of Callon and APA, including the combined company's future financial condition, results of operations, strategy and plans and the ability of the combined company to realize anticipated synergies in the timeframe expected or at all; risks that are not yet known or material to us; and other risks more fully discussed in our filings with the SEC, including our most recent Annual Report on Form 10-K and subsequent Quarterly Reports on Form 10-Q and the definitive proxy statement relating to the Merger, available on our website or the SEC's website at www.sec.gov.

Any forward-looking statement speaks only as of the date on which such statement is made, and the Company undertakes no obligation to correct or update any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by applicable law.

Non-GAAP Financial Measures

This news release refers to non-GAAP financial measures such as "adjusted free cash flow," "adjusted EBITDAX," "adjusted income," "adjusted income per diluted share," "net debt" and "PV-10." These measures, detailed below, are provided in addition to, and not as an alternative for, and should be read in conjunction with, the information contained in our financial statements prepared in accordance with GAAP (including the notes), included in our filings with the SEC and posted on our website.

    --  Adjusted free cash flow is a non-GAAP measure that is defined by the
        Company as net cash provided by operating activities before net change
        in working capital, changes in accrued hedge settlements, merger,
        integration and transaction expense, and other income and expense, less
        capital expenditures before increase (decrease) in accrued capital
        expenditures. We believe adjusted free cash flow provides useful
        information to investors because it is a comparable metric against other
        companies in the industry and is a widely accepted financial indicator
        of an oil and natural gas company's ability to generate cash for the use
        of internally funding their capital development program and to service
        or incur debt. Adjusted free cash flow is not a measure of a company's
        financial performance under GAAP and should not be considered as an
        alternative to net cash provided by operating activities, or as a
        measure of liquidity.
    --  Callon calculates adjusted EBITDAX as net income (loss) before interest
        expense, income tax expense (benefit), depreciation, depletion and
        amortization, (gains) losses on derivative instruments excluding net
        settled derivative instruments, (gain) loss on sale of oil and gas
        properties, impairment of oil and gas properties, non-cash share-based
        compensation expense, exploration expense, merger, integration and
        transaction expense, (gain) loss on extinguishment of debt, and certain
        other expenses. Adjusted EBITDAX is not a measure of financial
        performance under GAAP. Accordingly, it should not be considered as a
        substitute for net income (loss), operating income (loss), cash flow
        provided by operating activities or other income or cash flow data
        prepared in accordance with GAAP. However, the Company believes that
        adjusted EBITDAX provides useful information to investors because it
        provides additional information with respect to our performance or
        ability to meet our future debt service, capital expenditures and
        working capital requirements. Because adjusted EBITDAX excludes some,
        but not all, items that affect net income (loss) and may vary among
        companies, the adjusted EBITDAX presented above may not be comparable to
        similarly titled measures of other companies.
    --  Adjusted income and adjusted income per diluted share are non-GAAP
        measures that Callon believes are useful to investors because they
        provide readers with a meaningful measure of our profitability before
        recording certain items whose timing or amount cannot be reasonably
        determined. These measures exclude the net of tax effects of these items
        and non-cash valuation adjustments, which are detailed in the
        reconciliation provided. Adjusted income and adjusted income per diluted
        share are not measures of financial performance under GAAP. Accordingly,
        neither should be considered as a substitute for net income (loss),
        operating income (loss), or other income data prepared in accordance
        with GAAP. However, the Company believes that adjusted income and
        adjusted income per diluted share provide additional information with
        respect to our performance. Because adjusted income and adjusted income
        per diluted share exclude some, but not all, items that affect net
        income (loss) and may vary among companies, the adjusted income and
        adjusted income per diluted share presented above may not be comparable
        to similarly titled measures of other companies.
    --  Net debt is a supplemental non-GAAP measure that is defined by the
        Company as total debt excluding unamortized premiums, discount, and
        deferred loan costs, less cash and cash equivalents. Net debt should not
        be considered an alternative to, or more meaningful than, total debt,
        the most directly comparable GAAP measure. Management uses net debt to
        determine the Company's outstanding debt obligations that would not be
        readily satisfied by its cash and cash equivalents on hand. We believe
        this metric is useful to analysts and investors in determining the
        Company's leverage position since the Company has the ability to, and
        may decide to, use a portion of its cash and cash equivalents to reduce
        debt.
    --  Callon believes that the presentation of PV-10 provides greater
        comparability when evaluating oil and gas companies due to the many
        factors unique to each individual company that impact the amount and
        timing of future income taxes. In addition, we believe that PV-10 is
        widely used by investors and analysts as a basis for comparing the
        relative size and value of our proved reserves to other oil and gas
        companies. PV-10 should not be considered in isolation or as a
        substitute for the standardized measure of discounted future net cash
        flows or any other measure of a company's financial or operating
        performance presented in accordance with GAAP. Neither PV-10 nor the
        standardized measure of discounted future net cash flows purport to
        represent the fair value of our proved oil and gas reserves.

Adjusted Income and Adjusted EBITDAX. The following tables reconcile the Company's adjusted income and adjusted EBITDAX to net income:


                                                                                     
      
        Three Months Ended                                          Year Ended


                                                                        December 31,               September 30,                          December 31,          December 31,
                                                                                2023                         2023                                   2022                   2023


                                                                                       
      
              (In thousands except per share data)



     Net income                                                            $168,975                     $119,484                               $221,868               $401,201



     (Gain) loss on derivative contracts                                   (43,116)                      55,804                                 25,855               (18,898)



     Gain (loss) on commodity derivative settlements, net                   (4,638)                     (9,196)                              (44,380)                11,841



     Non-cash expense related to share-based awards                           1,889                        3,955                                  3,615                 11,413



     Impairment of oil and gas properties                                                                                                       2,201                406,898



     Gain on sale of oil and gas properties                                 (2,906)                    (20,570)                                                    (23,476)



     Merger, integration and transaction                                      4,730                        4,925                                                       11,198



     Other (income) expense                                                 (3,544)                       3,220                                  (485)               (6,684)



     (Gain) loss on extinguishment of debt                                                              (1,238)                                 3,241                (1,238)



     Tax effect on adjustments above (a)                                      9,993                      (7,749)                                 2,090               (82,121)



     Change in valuation allowance                                         (22,379)                    (24,690)                              (40,836)             (234,201)



     
              Adjusted income                                            $109,004                     $123,945                               $173,169               $475,933





     Net income per diluted share                                             $2.51                        $1.75                                  $3.59                  $6.19



     
              Adjusted income per diluted share                             $1.62                        $1.82                                  $2.80                  $7.34





     Basic weighted average common shares outstanding                        67,257                       67,931                                 61,610                 64,692



     Diluted weighted average common shares outstanding (GAAP)               67,421                       68,083                                 61,844                 64,852



          (a)      Calculated using the federal statutory rate of 21%.




                                                                                    
      
        Three Months Ended                                           Year Ended


                                                                        December 31,               September 30,                          December 31,          December 31,
                                                                                2023                         2023                                   2022                   2023


                                                                                            
            
              (In thousands)



     Net income                                                            $168,975                     $119,484                               $221,868               $401,201



     (Gain) loss on derivative contracts                                   (43,116)                      55,804                                 25,855               (18,898)



     Gain (loss) on commodity derivative settlements, net                   (4,638)                     (9,196)                              (44,380)                11,841



     Non-cash expense related to share-based awards                           1,889                        3,955                                  3,615                 11,413



     Impairment of oil and gas properties                                                                                                       2,201                406,898



     Gain on sale of oil and gas properties                                 (2,906)                    (20,570)                                                    (23,476)



     Merger, integration and transaction                                      4,730                        4,925                                                       11,198



     Other (income) expense                                                 (3,544)                       3,220                                  (485)               (6,684)



     Income tax (benefit) expense                                            16,590                          509                                  7,286              (189,808)



     Interest expense                                                        42,611                       43,149                                 46,772                179,305



     Depreciation, depletion and amortization                               143,750                      138,598                                134,735                535,661



     Exploration                                                              1,441                        3,588                                  2,466                  9,143



     (Gain) loss on extinguishment of debt                                                              (1,238)                                 3,241                (1,238)



     
              Adjusted EBITDAX                                           $325,782                     $342,228                               $403,174             $1,326,556

Adjusted Free Cash Flow. The following table reconciles the Company's adjusted free cash flow to net cash provided by operating activities:


                                                                                  
     
       Three Months Ended                                 Year Ended


                                                                     December 31,             September 30,                 December 31,          December 31,
                                                                             2023                       2023                          2022                   2023


                                                                                      
             
                (In thousands)



     Net cash provided by operating activities                          $298,266                   $266,828                      $333,987             $1,092,529



     Changes in working capital and other                               (16,255)                    26,344                        13,781                 40,146



     Changes in accrued hedge settlements                                  5,714                   (10,224)                       15,816                  8,919



     Merger, integration and transaction                                   4,730                      4,925                                              11,198



     Cash flow from operations before net change in working capital      292,455                    287,873                       363,584              1,152,792





     Capital expenditures                                                217,978                    252,407                       200,539                968,982



     Increase (decrease) in accrued capital expenditures                (45,756)                  (12,872)                      (1,870)               (4,251)



     Capital expenditures before accruals                                172,222                    239,535                       198,669                964,731





     
                Adjusted free cash flow                               $120,233                    $48,338                      $164,915               $188,061

Net Debt. The following table presents and reconciles the Company's net debt to total debt:


                                                                   December 31,         September 30,  December 31,
                                                                           2023                   2023           2022


                                                                                
     
     (In thousands)



     Total debt                                                     $1,918,655             $1,948,619     $2,241,295



     Unamortized premiums, discount, and deferred loan costs, net       17,128                 18,164         19,726



     Adjusted total debt                                            $1,935,783             $1,966,783     $2,261,021



     Less: Cash and cash equivalents                                     3,325                  3,456          3,395



     
                Net debt                                          $1,932,458             $1,963,327     $2,257,626

PV-10. PV-10 as of December 31, 2023 is reconciled below to the standardized measure of discounted future net cash flows:


                                                                            As of December 31,
                                                                                    2023


                                                                               (In millions)



     Standardized measure of discounted future net cash flows                        $5,434.2



     Add: present value of future income taxes discounted at 10% per annum             $455.4



     
                Total proved reserves - PV-10                                      $5,889.6



     Total proved developed reserves - PV-10                                         $4,294.9



     Total proved undeveloped reserves - PV-10                                       $1,594.7


                                                              
              
                Callon Petroleum Company

                                                            
              
                Consolidated Balance Sheets

                                                    
              
                (In thousands, except par and share amounts)




                                                                                                                         December 31, 2023 December 31,
                                                                                                                                               2022*



     
                ASSETS



     Current assets:



        Cash and cash equivalents                                                                                                  $3,325        $3,395



        Accounts receivable, net                                                                                                  206,791       237,128



        Fair value of derivatives                                                                                                  11,857        21,332



        Other current assets                                                                                                       30,154        35,783



           Total current assets                                                                                                   252,127       297,638



     Oil and natural gas properties, successful efforts accounting method:



        Proved properties, net                                                                                                  5,086,973     4,851,529



        Unproved properties                                                                                                     1,063,033     1,225,768



           Total oil and natural gas properties, net                                                                            6,150,006     6,077,297



     Other property and equipment, net                                                                                             26,784        26,152



     Deferred income taxes                                                                                                        180,963



     Other assets, net                                                                                                            101,596        87,382



     
                   Total assets                                                                                              $6,711,476    $6,488,469



     
                LIABILITIES AND STOCKHOLDERS' EQUITY



     Current liabilities:



        Accounts payable and accrued liabilities                                                                                 $526,446      $536,233



        Fair value of derivatives                                                                                                  24,147        16,197



        Other current liabilities                                                                                                  96,369       150,384



           Total current liabilities                                                                                              646,962       702,814



     Long-term debt                                                                                                             1,918,655     2,241,295



     Asset retirement obligations                                                                                                  42,653        53,892



     Fair value of derivatives                                                                                                     29,880        13,415



     Other long-term liabilities                                                                                                   81,965        51,272



     
                   Total liabilities                                                                                          2,720,115     3,062,688



     Commitments and contingencies



     Stockholders' equity:



        Common stock, $0.01 par value, 130,000,000 shares authorized;                                                                 665           616


        66,474,525 and 61,621,518 shares outstanding, respectively



        Capital in excess of par value                                                                                          4,186,524     4,022,194



        Accumulated deficit                                                                                                     (195,828)    (597,029)



     
                      Total stockholders' equity                                                                              3,991,361     3,425,781



     
                Total liabilities and stockholders' equity                                                                   $6,711,476    $6,488,469




     * Financial information for the prior period has been recast to reflect retrospective application of the successful efforts method of accounting. For additional information, refer to
         our Form 10-K for the year ended December 31, 2023.


                                                        
          
             Callon Petroleum Company

                                                  
              
         Consolidated Statements of Operations

                                                
              
         (In thousands, except per share amounts)




                                                                                                                 Three Months Ended December
                                                                                                                             31,                         Year Ended December 31,


                                                                                                            2023                        2022*      2023                       2022*



     
                Operating Revenues:



     Oil                                                                                               $427,030                     $513,734 $1,697,026                  $2,262,647



     Natural gas                                                                                         19,414                       42,774     82,468                     232,681



     Natural gas liquids                                                                                 43,919                       49,776    174,407                     260,472



     Sales of purchased oil and gas                                                                     110,994                       97,965    389,083                     475,164



     Total operating revenues                                                                           601,357                      704,249  2,342,984                   3,230,964





     
                Operating Expenses:



     Lease operating                                                                                     77,948                       74,097    303,363                     290,486



     Production and ad valorem taxes                                                                     25,493                       34,079    113,512                     159,920



     Gathering, transportation and processing                                                            27,651                       25,285    108,221                      96,902



     Exploration                                                                                          1,441                        2,466      9,143                       9,703



     Cost of purchased oil and gas                                                                      113,295                      100,338    399,242                     478,445



     Depreciation, depletion and amortization                                                           143,750                      134,735    535,661                     494,229



     Impairment of oil and gas properties                                                                     -                       2,201    406,898                       2,201



     Gain on sale of oil and gas properties                                                             (2,906)                              (23,476)



     General and administrative                                                                          28,439                       26,511    115,344                      97,996



     Merger, integration and transaction                                                                  4,730                                 11,198                         769



     Total operating expenses                                                                           419,841                      399,712  1,979,106                   1,630,651



     
                Income From Operations                                                                181,516                      304,537    363,878                   1,600,313





     
                Other (Income) Expenses:



     Interest expense                                                                                    42,611                       46,772    179,305                     187,792



     (Gain) loss on derivative contracts                                                               (43,116)                      25,855   (18,898)                    330,953



     (Gain) loss on extinguishment of debt                                                                    -                       3,241    (1,238)                     45,658



     Other (income) expense                                                                             (3,544)                       (485)   (6,684)                      2,645



     Total other (income) expense                                                                       (4,049)                      75,383    152,485                     567,048





     
                Income Before Income Taxes                                                            185,565                      229,154    211,393                   1,033,265



     Income tax benefit (expense)                                                                      (16,590)                     (7,286)   189,808                    (13,822)



     
                Net Income                                                                           $168,975                     $221,868   $401,201                  $1,019,443





     
                Net Income Per Common Share:



     Basic                                                                                                $2.51                        $3.60      $6.20                      $16.54



     Diluted                                                                                              $2.51                        $3.59      $6.19                      $16.47





     
                Weighted Average Common Shares Outstanding:



     Basic                                                                                               67,257                       61,610     64,692                      61,620



     Diluted                                                                                             67,421                       61,844     64,852                      61,904




     * Financial information for the prior period has been recast to reflect retrospective application of the successful efforts method of accounting. For additional information, refer to
         our Form 10-K for the year ended December 31, 2023.


                                                                                    
         
             Callon Petroleum Company

                                                                              
             
         Consolidated Statements of Cash Flows

                                                                                        
       
                (In thousands)




                                                                                                                                              Three Months Ended December
                                                                                                                                                          31,                            Year Ended December 31,


                                                                                                                                         2023                        2022*         2023                         2022*



     
                Cash flows from operating activities:



     Net income                                                                                                                     $168,975                     $221,868      $401,201                    $1,019,443



     Adjustments to reconcile net income to net cash provided by operating activities:



       Depreciation, depletion and amortization                                                                                      143,750                      134,735       535,661                       494,229



       Impairment of oil and gas properties                                                                                                -                       2,201       406,898                         2,201



       Amortization of non-cash debt related items, net                                                                                2,811                        2,652        10,790                        12,332



       Deferred income tax (benefit) expense                                                                                          18,771                        5,198     (187,270)                        6,308



      (Gain) loss on derivative contracts                                                                                           (43,116)                      25,855      (18,898)                      330,953



       Cash received (paid) for commodity derivative settlements, net                                                               (10,352)                    (60,196)        2,922                     (493,714)



       Gain on sale of oil and gas properties                                                                                        (2,906)                                 (23,476)



       (Gain) loss on extinguishment of debt                                                                                               -                       3,241       (1,238)                       45,658



       Non-cash expense related to share-based awards                                                                                  1,889                        3,615        11,413                         8,042



       Other, net                                                                                                                        824                      (1,568)        5,387                         7,136



       Changes in current assets and liabilities:



         Accounts receivable                                                                                                          34,066                       48,943        48,285                       (3,480)



         Other current assets                                                                                                        (3,284)                     (3,163)     (16,462)                     (15,392)



         Accounts payable and accrued liabilities                                                                                   (13,162)                    (49,394)     (82,684)                     (58,043)



     
                    Net cash provided by operating activities                                                                      298,266                      333,987     1,092,529                     1,355,673



     
                Cash flows from investing activities:



     Capital expenditures                                                                                                          (217,978)                   (200,539)    (968,982)                    (848,688)



     Acquisition of oil and gas properties                                                                                           (9,505)                     (9,700)    (287,939)                     (26,706)



     Proceeds from sales of assets                                                                                                     1,776                       17,780       553,222                        27,093



     Cash paid for settlement of contingent consideration arrangement                                                                      -                                                              (19,171)



     Other, net                                                                                                                        (762)                         792       (3,612)                       14,289



     
                    Net cash used in investing activities                                                                        (226,469)                   (191,667)    (707,311)                    (853,183)



     
                Cash flows from financing activities:



     Borrowings on credit facility                                                                                                   883,500                      751,000     3,513,000                     3,286,000



     Payments on credit facility                                                                                                   (914,500)                   (884,000)  (3,651,000)                  (3,568,000)



     Issuance of 7.5% Senior Notes due 2030                                                                                                -                                                               600,000



     Redemption of 8.25% Senior Notes due 2025                                                                                             -                                (187,238)



     Redemption of 6.125% Senior Notes due 2024                                                                                            -                                                             (467,287)



     Redemption of 9.0% Second Lien Senior Secured Notes due 2025                                                                          -                                                             (339,507)



     Payment of deferred financing costs                                                                                               (362)                    (10,275)        (922)                     (21,898)



     Cash paid to repurchase common stock                                                                                           (40,525)                                 (55,505)



     Other, net                                                                                                                         (41)                                  (3,623)                        1,715



     
                    Net cash used in financing activities                                                                         (71,928)                   (143,275)    (385,288)                    (508,977)



     Net change in cash and cash equivalents                                                                                           (131)                       (955)         (70)                      (6,487)



       Balance, beginning of period                                                                                                    3,456                        4,350         3,395                         9,882



     
                  Balance, end of period                                                                                            $3,325                       $3,395        $3,325                        $3,395




     * Financial information for the prior period has been recast to reflect retrospective application of the successful efforts method of accounting. For additional information, refer to
         our Form 10-K for the year ended December 31, 2023.

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SOURCE Callon Petroleum Company