Extracted from this filing and checked against the source text.
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
Callon Petroleum Co: Certificate of incorporation amended and restated in its entirety in connection with the merger.
- Change
- charter amendment
Exact text from the filing
the certificate of incorporation and bylaws of Callon as in effect immediately prior to the Effective Time were amended and restated in their entirety, as set forth in Exhibit 3.1 and Exhibit 3.2 to this Current Report on Form 8-K, respectively.
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M&A Transactions
SEC 8-K Item 2.01/5.01
confidence 0.9
Callon Petroleum Co underwent a change of control involving APA Corporation for 1.0425 shares of APA Common Stock per share of Callon Common Stock (closed 2024-04-01).
- Action
- change of control
- Counterparty
- APA Corporation
- Consideration
- 1.0425 shares of APA Common Stock per share of Callon Common Stock
- Closing
- 2024-04-01
Exact text from the filing
were canceled and retired and ceased to exist, and no consideration was delivered in exchange therefor), was automatically converted into the right to receive, without interest, 1.0425 (the “Exchange Ratio”) shares of common stock, par value $0.625 per share, of APA (“APA Common Stock”). No fractional shares of APA Common Stock were issued in the Merger, and
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Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.95
Callon Petroleum Co terminated Amended and Restated Credit Agreement dated as of October 19, 2022 with JPMorgan Chase Bank, N.A., as administrative agent valued at All commitments terminated and all indebtedness, liabilities and other obligations repaid in full (effective 2024-04-01).
- Action
- termination
- Agreement
- credit facility
- Counterparty
- JPMorgan Chase Bank, N.A., as administrative agent
- Value
- All commitments terminated and all indebtedness, liabilities and other obligations repaid in full
- Effective
- 2024-04-01
Exact text from the filing
On April 1, 2024, concurrently and in connection with the Merger, Callon will have terminated all commitments, and caused to be repaid in full all indebtedness, liabilities and other obligations, under that certain Amended and Restated Credit Agreement, dated as of October 19, 2022 (as amended, restated, amended and restated, supplemented or otherwise modified prior to the date hereof, the “Callon Credit Agreement”), among Callon, JPMorgan Chase Bank, N.A., as administrative agent, and the Lenders party thereto from time to time.
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