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      Callon Petroleum Company Announces Second Quarter 2016 Results


      News provided by

      Callon Petroleum Company

      Aug 08, 2016, 04:05 ET

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      NATCHEZ, Miss., Aug. 8, 2016 /PRNewswire/ -- Callon Petroleum Company (NYSE: CPE) ("Callon" or the "Company") today reported results of operations for the three months ended June 30, 2016.

      Presentation slides accompanying this earnings release are available on the Company's website at www.callon.com located on the "Presentations" page within the Investors section of the site.

      Financial and operational highlights for the second quarter of 2016 and other recent data points include:

      • Net daily production of 13,451 barrels of oil equivalent per day ("BOE/d"), an increase of 8% compared to the first quarter of 2016, comprised of 77% oil volume
      • Estimated July 2016 net daily production of over 16,000 BOE/d after a prolonged period of production downtime in June 2016 caused by offsetting completions activity at the Carpe Diem field, compounded by the impact of electrical outages
      • Lease operating expense, including workovers, of $5.97 per barrel of oil equivalent ("BOE"), a decrease of 3% from the first quarter of 2016
      • GAAP loss per diluted common share of $0.61 and Adjusted Income per fully diluted common share, a non-GAAP financial measure(i), of $0.05
      • Closed two Midland Basin transactions for a total purchase price of $362.6 million, including the establishment of a new core operating area in Howard County
      • Completed first Callon-operated Wolfcamp A well (completed lateral length of 7,363') in northern Howard County which has produced approximately 48,600 BOE (90% oil) in the first 30 days after being placed on production in early July 2016
      • Borrowing base increased 28% from $300 million to $385 million following the closing of recent transactions
      • Recently added second horizontal rig to be focused in the WildHorse area in Howard County
      • Signed purchase and sale agreement for the acquisition of an incremental 4% working interest in the Casselman and Bohannon fields (the "CaBo area")

      "It was an important quarter for our organization, demonstrating our ability to manage through periods of commodity price weakness by living within our cash flow while delivering capital efficient production growth. This solid operating and financial position also allowed us to complete two acquisitions that almost doubled our surface acreage in the Midland Basin, expanding our inventory of investments that we expect will deliver solid returns on capital through all phases of commodity cycles." commented Fred Callon, Chairman and Chief Executive Officer. "With a strong balance sheet and low cost operating structure, we have returned our second horizontal rig to service in August 2016 and are planning to add a third horizontal rig in early 2017 with continued signs of rebalancing in the oil markets. A large portion of this increased drilling activity will be focused in Howard County, a rapidly emerging core area which has produced encouraging well results from three delineated zones to date, including our recent Wolfcamp A well." 

      Operations Update

      At June 30, 2016, Callon had 118 gross (93.0 net) horizontal wells producing from five established zones. Our net daily production for the three months ended June 30, 2016, grew approximately 41% to 13,451 BOE/d (approximately 77% oil) as compared to the same period of 2015. Sequentially, we grew production more than 8% compared to the first quarter of 2016.

      For the three months ended June 30, 2016, we drilled 6 gross (3.7 net) horizontal wells, completed 5 gross (3.4 net) horizontal wells, and placed 5 gross (3.4 net) horizontal wells on production. As of June 30, 2016, we had 6 gross (4.2 net) horizontal wells awaiting completion, including 2 gross drilled, uncompleted wells recently acquired as part of our western Reagan County transaction.

      Monarch

      Production from the Monarch areas was adversely impacted during most of the month of June 2016 by production disruptions at our largest producing field, Carpe Diem. Several wells in the field experienced hydraulic interference from two offsetting completions being performed by other operators offsetting the eastern side of Carpe Diem. The situation was compounded by power outages caused by adverse weather conditions which hindered our efforts to de-water the wells in order to restore normalized production levels. We estimate that this unexpected downtime negatively impacted total net production volumes in the quarter by approximately 425 BOE/d.




















      For the Three Months Ended June 30, 2016



      Drilled


      Completed


      Placed on Production


      Awaiting Completion



      Gross


      Net


      Gross


      Net


      Gross


      Net


      Gross


      Net

      Monarch


      6


      3.7


      4


      2.4


      5


      3.4


      4


      3.1

      During the second quarter, we continued our focus on development of the Lower Spraberry on our Monarch assets in Midland County. For the three months ended June 30th, we drilled 6 gross (3.7 net) wells, completed 4 gross (2.4 net) wells and placed 5 gross (3.4 net) wells on production. Since placing our first two Lower Spraberry wells on production in November 2014, we now have 28 gross wells producing from two levels of this zone across our asset base, including 25 at Monarch, with drilled lateral lengths ranging from 5,000' to 10,000'.


































      30-Day Average









      24-Hour Peak IP


      Peak IP









      (BOE/d; Two-stream) (a)


      (BOE/d; Two-stream)

      24-Hour








      Peak




      Per 1,000'


      Peak




      Per 1,000'

      IP






      Completed


      24-Hour


      Production


      Lateral


      30-Day


      Production


      Lateral

      Date


      Well


      County


       Lateral (ft)


      IP


      (% oil)


      Feet


      IP


      (% oil)


      Feet

      06/21/2016


      Pecan Acres 22A2 09SH


      Midland


      4,652'


      729


      87%


      157


      745


      85%


      160

      06/21/2016


      Pecan Acres 22A3 10SH


      Midland


      4,432'


      719


      87%


      162


      741


      87%


      167

      06/02/2016


      Casselman 8 18SH


      Midland


      4,675'


      839


      85%


      180


      674


      84%


      144

      05/29/2016


      Casselman 8 16SH


      Midland


      4,671'


      867


      79%


      186


      638


      86%


      137

      05/25/2016


      Kendra-Annie 10 21SH


      Midland


      8,178'


      935


      89%


      114


      697


      89%


      85

      05/04/2016


      Casselman 8 17SH


      Midland


      4,903'


      923


      83%


      188


      668


      87%


      136

      04/17/2016


      Kendra-Amanda 29SH


      Midland


      8,432'


      1,242


      89%


      147


      926


      89%


      110

      04/01/2016


      Casselman 10 09SH


      Midland


      4,182'


      674


      90%


      161


      562


      87%


      134



      (a)     

      24-Hour Peak IPs correspond to the rates filed with the Railroad Commission of Texas and are captured using well tests on the specified date, which may result in an understated rate as the production typically varies more widely during the early days of production. The 30-Day Average Peak IP is calculated using allocated production, and is occasionally greater than the reported 24-Hour Peak IP if the well test on that date captured a lower rate than the average for the period.

      We continue to deliver strong, consistent well results and capital efficiency from our Monarch development program. As detailed in the table above, eight Lower Spraberry wells, all in the lower bench of the zone (or, "LLS"), achieved 24-hour peak initial production ("IP") rates during the quarter. The LLS wells averaged a 24-hour peak IP of 866 Boe/d (or 162 Boepd per 1,000') and a 30-day average peak IP of 706 Boe/d (or 134 Boepd per 1,000'). 

      At our Pecan Acres field, we placed 3 gross (1.4 net) LLS wells on production. While one of the wells continues to build towards its 30-day average peak IP, the other two wells yielded an average 30-day average peak IP of 743 BOE/d (86% oil) or 164 BOE/d per 1,000' from an average drilled lateral length of approximately 5,000'. We also plan to commence completion operations on our first Wolfcamp A well in the Monarch area in August 2016 which is being developed as a stacked lateral with a LLS well. Each of the wells was drilled to a lateral length of approximately 10,000'.

      We are currently completing a three-well pad with an average drilled lateral length of approximately 9,750' in our Carpe Diem field with two of the wells targeting the upper section of the Lower Spraberry ("ULS") and the third well targeting the LLS. This pad was drilled on 11 wells-per-section spacing, supported by long-term production and pressure data from our previous well density tests. In addition, we plan to drill an additional two LLS wells at Carpe Diem in the third quarter with planned drilled lateral lengths of 10,000' that were increased from a previous planned lateral length of 5,000' after a recently completed partnership agreement with an offset operator.

      We continue to build upon our well density tests of the Lower Spraberry in the Monarch area which have been focused on the Carpe Diem field to date. The next step in our progression of this initiative will be a 13 wells-per-section test in the CaBo area that was spud in July 2016, with two wells landed in the LLS and the third landed in the ULS.

      Callon recently signed a purchase agreement for the acquisition of an incremental 4% working interest in the CaBo area, increasing our working interest in the area to approximately 75%. The purchase price for the acquired interest is $13 million with an effective date of August 1, 2016. Completion of the acquisition is subject to customary closing conditions. 

      WildHorse




















      For the Three Months Ended June 30, 2016



      Drilled


      Completed


      Placed on Production


      Awaiting Completion



      Gross


      Net


      Gross


      Net


      Gross


      Net


      Gross


      Net

      WildHorse


      —


      —


      1


      1.0


      —


      —


      —


      —

      During the second quarter, we began our first operated completion in the recently acquired WildHorse area in Howard County, Texas. The well (Silver City Unit A #1H; 100% WI) was completed in the Wolfcamp A with a lateral length of 7,363'. It is the northernmost Wolfcamp A completion to date on our operated acreage, located in our Sidewinder field in northwest Howard County. After a first oil production date on July 3, 2016, the well has produced approximately 48,600 BOE (90% oil) during the first 30 days of production.

      We anticipate initiating our operated drilling program in Howard County during the fourth quarter of 2016 with a dedicated one-rig program. The rig will initially drill two-well pads in the Wolfcamp A at our Fairway acreage in central Howard County, before expanding its scope to include our broader footprint and other prospective zones in 2017, including the Lower Spraberry and Wolfcamp B. We currently expect to place our first two-well pad from this program on production in mid-December 2016. Additionally, we are preparing to further increase our drilling activity in the WildHorse area should commodity prices warrant the addition of a third rig to our operated drilling program.

      Ranger






























      30-Day Average







      24-Hour Peak IP


      Peak IP







      (BOE/d; Two-stream)


      (BOE/d; Two-stream)







      Peak




      Per 1,000'


      Peak




      Per 1,000'





      Completed


      24-Hour


      Production


      Lateral


      30-Day


      Production


      Lateral

      Well


      County


       Lateral (ft)


      IP


      (% oil)


      Feet


      IP


      (% oil)


      Feet

      Turner AR Unit B 08HK


      Reagan


      7,518'


      1,716


      86%


      228


      1,279


      0%


      170

      Turner AR Unit C 13HK


      Reagan


      7,430'


      1,758


      86%


      237


      1,253


      0%


      169

      The two wells listed in the table above were completed using a new generation completion design employed by the previous operator of our newly acquired Lonesome Draw field, which included shorter stage lengths and higher proppant volumes. We will continue to evaluate the longer-term performance of wells completed with this enhanced design, but early indications include 30-day average peak IPs trending approximately 50% higher versus older generation completions we used in the Ranger area. We plan to incorporate these enhanced completion techniques in two upcoming completions of drilled, uncompleted wells acquired at Lonesome Draw. These wells will be targeting the Wolfcamp A and Upper Wolfcamp B zones and are planned to commence completion operations in August 2016.

      Capital expenditures

      For the three months ended June 30, 2016, we accrued $21.3 million in operational capital expenditures, including facilities expenditures of $4.0 million, compared to $35.0 million in the first quarter of 2016. Total capital expenditures, inclusive of capitalized expenses, are detailed below on an accrual and cash basis (in thousands):
















      Three Months Ended June 30, 2016



      Operational Capital
      Expenditures


      Capitalized Interest


      Capitalized G&A


      Total Capital
      Expenditures

      Cash basis (a)


      $

      17,965


      $

      3,687


      $

      2,853


      $

      24,505

      Timing adjustments (b)



      3,309



      (150)



      —



      3,159

      Non-cash items



      —



      —



      1,854



      1,854

         Accrual (GAAP) basis


      $

      21,274


      $

      3,537


      $

      4,707


      $

      29,518



      (a)     

      Cash basis is a non-GAAP measure that we believe helps users of the financial information reconcile amounts to the cash flow statement and to account for timing related operational changes such as our development pace and rig count.

      (b)    

      Includes timing adjustments related to cash disbursements in the current period for capital expenditures incurred in the prior period.

      Operating and Financial Results

      The following table presents summary information for the periods indicated:













      Three Months Ended



      June 30, 2016


      March 31, 2016


      June 30, 2015

      Net production:










         Oil (MBbls)



      948



      892



      685

         Natural gas (MMcf)



      1,658



      1,443



      1,084

         Total production (MBOE)



      1,224



      1,132



      866

         Average daily production (BOE/d)



      13,451



      12,440



      9,516

         % oil (BOE basis)



      77%



      79%



      79%

      Oil and natural gas revenues (in thousands):










         Oil revenue


      $

      40,555


      $

      27,443


      $

      36,093

         Natural gas revenue



      4,590



      3,255



      3,149

            Total revenue


      $

      45,145


      $

      30,698


      $

      39,242

         Impact of cash-settled derivatives



      4,017



      7,716



      4,965

            Adjusted Total Revenue (i)


      $

      49,162


      $

      38,414


      $

      44,207

      Total Revenue. For the quarter ended June 30, 2016, Callon reported total revenues of $45.2 million and total revenues including cash-settled derivatives ("Adjusted Total Revenue," a non-GAAP financial measure(i)) of $49.2 million, including the $4.0 million impact of settled derivative contracts. The table above reconciles to the related GAAP measure of the Company's revenue to Adjusted Total Revenue. Average daily production for the quarter was 13,451 BOE/d compared to average daily production of 12,440 BOE/d in the first quarter of 2016. Average realized prices, including and excluding the effects of hedging, are detailed below.

      Hedging impacts. For the quarter ended June 30, 2016, Callon recognized the following hedging-related items:










      In Thousands


      Per Unit

      Oil derivatives contracts







      Net gain on settlements


      $

      3,707


      $

      3.91

      Net loss on fair value adjustments



      (18,466)




         Total net loss on oil derivatives contracts


      $

      (14,759)











      Natural gas derivatives contracts







      Net gain on settlements


      $

      310


      $

      0.19

      Net gain on fair value adjustments



      (1,035)




         Total net gain on natural gas derivatives contracts


      $

      (725)











      Total derivatives contracts







      Net gain on settlements


      $

      4,017


      $

      3.29

      Net loss on fair value adjustments



      (19,501)




         Total net loss on total derivatives contracts


      $

      (15,484)




      Average realized prices, including and excluding the impact of cash settled derivatives during the second quarter, were as follows:







      Three Months Ended



      June 30, 2016

      Average realized sales price




         Oil (per Bbl) (excluding impact of cash-settled derivatives)


      $

      42.78

            Impact of cash-settled derivatives



      3.91

         Oil (per Bbl) (including impact of cash-settled derivatives)


      $

      46.69





         Natural gas (per Mcf) (excluding impact of cash-settled derivatives)


      $

      2.77

            Impact of cash-settled derivatives



      0.19

         Natural gas (per Mcf) (including impact of cash-settled derivatives)


      $

      2.96





         Total (per BOE) (excluding impact of cash-settled derivatives)


      $

      36.88

            Impact of cash-settled derivatives



      3.29

         Total (per BOE) (including impact of cash-settled derivatives)


      $

      40.17













      Three Months Ended



      June 30, 2016


      March 31, 2016


      June 30, 2015

      Additional per BOE data:










         Sales price, excluding impact of cash-settled derivatives


      $

      36.88


      $

      27.12


      $

      45.31

         Sales price, including impact of cash-settled derivatives



      40.17



      33.93



      51.05











         Lease operating expense


      $

      5.97


      $

      6.15


      $

      7.59

         Production taxes



      2.01



      1.96



      3.41

         Depletion, depreciation and amortization



      13.31



      13.89



      20.31

         G&A



      5.15



      4.91



      6.65

         Adjusted G&A - total (a)



      3.55



      4.10



      4.53

         Adjusted G&A - cash component (b)



      2.92



      3.55



      3.85



      (a)     

      Excludes certain non-recurring expenses and non-cash valuation adjustments. See the reconciliation provided within this press release for a reconciliation of G&A expense on a GAAP basis to Adjusted G&A expense.

      (b)    

      Excludes the amortization of equity-settled share-based incentive awards and corporate depreciation and amortization.

      Lease Operating Expenses, including workover expense ("LOE"). LOE per BOE for the three months ended June 30, 2016 was $5.97 per BOE, compared to LOE of $6.15 per BOE in the first quarter of 2016.

      Production Taxes, including ad valorem taxes. Production taxes were $2.01 per BOE in the second quarter of 2016, representing approximately 5.4% of total revenue before the impact of derivative settlements.

      Depreciation, Depletion and Amortization ("DD&A"). DD&A for the three months ended June 30, 2016 was $13.31 per BOE compared to $13.89 per BOE in the first quarter of 2016, with the decrease in per unit DD&A being attributable to increases in proved reserves relative to our depreciable asset base and assumed future development costs related to undeveloped proved reserves. The decrease in our depreciable base was primarily related to the write-down of oil and natural gas properties during 2015 and the first half of 2016.

      General and Administrative ("G&A"). G&A for the second quarter of 2015 was $6.3 million, or $5.15 per BOE, compared to $5.6 million, or $4.91 per BOE, for the first quarter of 2016. G&A, excluding certain non-cash incentive share-based compensation valuation adjustments, ("Adjusted G&A", a non-GAAP measure(i)) was $4.3 million, or $3.55 per BOE, for the second quarter of 2016 compared to $4.6 million, or $4.10 per BOE, for the first quarter of 2016. The cash component of Adjusted G&A was $3.6 million, or $2.92 per BOE, for the second quarter of 2016 compared to $4.0 million, or $3.55 per BOE, for the first quarter of 2016.

      For the second quarter of 2016, G&A and Adjusted G&A, which excludes the amortization of equity-settled, share-based incentive awards and corporate depreciation and amortization, are calculated as follows (in thousands):













      Cash


      Non-Cash


      Total

      G&A expenses










         Cash G&A


      $

      3,578


      $

      —


      $

      3,578

         Restricted stock share-based compensation



      —



      655



      655

         Change in the fair value of liability share-based awards



      —



      1,954



      1,954

         Corporate depreciation & amortization



      —



      115



      115

      Total G&A expense:


      $

      3,578


      $

      2,724


      $

      6,302

      Adjusted G&A (i)










         Less: Change in the fair value of liability share-based awards








      $

      (1,954)

      Adjusted G&A – total









      4,348

         Restricted stock share-based compensation









      (655)

         Corporate depreciation & amortization









      (115)

      Adjusted G&A – cash component








      $

      3,578

      Write-down of Oil and Natural Gas Properties. As a result of the ceiling test limitation, the Company recognized a write-down of oil and natural gas properties of $61.0 million in the second quarter of 2016.

      Income (Loss) Available to Common Shareholders. The Company reported a net loss available to common shareholders of $71.9 million in the second quarter of 2016 and Adjusted Income available to common shareholders of $6.1 million, or $0.05 per diluted share.

      Capital Budget Update

      Following the closing of its recent Midland Basin acquisitions, the Company has completed a review of its operational plans for the balance of 2016. Callon recently returned a second horizontal rig to service after being idled in the first quarter of 2016. The rig will initially be focused on program development of the Wolfcamp A zone in the WildHorse area after drilling two 10,000' lateral wells targeting the LLS at the Carpe Diem field. In addition, the Company has budgeted for investments in facilities, seismic and land to support the longer-term development plans in each of our focus areas, including the potential addition of a third horizontal rig during the first half of 2017.

      A breakdown of the Company's anticipated 2016 operational plan and associated expenditures is presented below:















      Estimated





      1st Half 2016


      2nd Half 2016


      Total

      Operational activity (gross / net)










         Drill wells



      11 / 8.0



      15 / 10.2



      26 / 18.2

         Completed wells



      14 / 10.5



      15 / 10.3



      29 / 20.8

         Wells placed on production



      13 / 9.5



      13 / 8.9



      26 / 18.4











      Capital expenditures (in millions, accrual basis)










         Drilling and completion


      $

      46.2


      $

      58.4


      $

      104.6

         Facilities



      9.2



      16.2



      25.4

            Operational capital expenditures



      55.4



      74.6



      130.0

         Seismic



      0.8



      2.5



      3.3

         Land and other



      —



      6.7



      6.7

            Total capital expenditures (excl. capitalized expenses)


      $

      56.2


      $

      83.8


      $

      140.0

      2016 Guidance Update










      Third Quarter


      Updated Full Year


      Full Year (a)



      2016 Guidance


      2016 Guidance


      Guidance Change

      Total production (BOE/d)


      16,000 - 17,000


      14,500 - 15,500


      500

         % oil


      75% - 77%


      76% - 80%


      (1%)

         % oil hedged (b)


      49%


      48%



         Average swap/long-put price (b)


      $48.84


      $50.04



      Expenses (per BOE)







         LOE, including workovers


      $5.75 - $6.25


      $5.75 - $6.25


      $(1.00)

         Production taxes, including ad valorem (% unhedged revenue)


      7%


      7%


      —

         Adjusted G&A (c)


      $3.25 - $3.75


      $3.25 - $3.75


      $(0.05)

         Adjusted G&A - cash component (d)


      $2.50 - $3.00


      $2.35 - $2.85


      $(0.55)

      Total capital expenditures







         Accrual basis ($MM)


      $34 - $38


      $140


      $40



      (a)     

      Based on the midpoint of guidance.

      (b)    

      Volumes presented in the Updated Full Year 2016 Guidance column include volumes hedged and the average swap/long put price for the remainder of the year only.

      (c)     

      Excludes certain non-recurring expenses and non-cash valuation adjustments. The reconciliation above provides a reconciliation of second quarter 2016 G&A expense on a GAAP basis to Adjusted G&A expense, a non-GAAP measure. The Company is unable to present a quantitative reconciliation of this forward-looking non-GAAP financial measure without unreasonable effort because of the number of estimated variables that could affect the final value. Accordingly, investors are cautioned not to place undue reliance on this information.

      (d)    

      Excludes stock-based compensation and corporate depreciation and amortization. See the Non-GAAP related disclosures referenced in the footnote (c) above.

      Hedge Portfolio Summary

      The following table summarizes our open derivative positions as of August 8, 2016:











      For the Remainder of


      For the Full Year of

      Oil contracts


      2016


      2017

      Swap contracts (WTI)







         Total volume (MBbls)



      460



      —

         Weighted average price per Bbl


      $

      58.10


      $

      —

      Swap contracts combined with short puts (WTI, enhanced swaps)







         Total volume (MBbls)






      730

         Weighted average price per Bbl







            Swap


      $

      —


      $

      44.50

            Short put option


      $

      —


      $

      30.00

      Collar contracts combined with short puts (WTI, three-way collars)







         Volume (MBbls)



      276



      —

         Weighted average price per Bbl







            Ceiling (short call option)


      $

      63.33


      $

      —

            Floor (long put option)


      $

      53.33


      $

      —

            Short put option


      $

      38.77


      $

      —

      Collar contracts (WTI, two-way collars)







         Total volume (MBbls)



      368



      438

         Weighted average price per Bbl







            Ceiling (short call)


      $

      46.50


      $

      59.05

            Floor (long put)


      $

      37.50


      $

      47.50

      Call option contracts (short position)







         Total volume (MBbls)



      —



      670

         Weighted average price per Bbl







            Call strike price


      $

      —


      $

      50.00

      Swap contracts (Midland basis differentials)







         Volume (MBbls)



      736



      —

         Weighted average price per Bbl


      $

      0.17


      $

      —








      Natural gas contracts







      Swap contracts (Henry Hub)







         Total volume (BBtu)



      1,104



      —

         Weighted average price per MMBtu


      $

      2.52


      $

      —

      Collar contracts combined with short puts (three-way collars)







         Total volume (BBtu)






      1,460

         Weighted average price per MMBtu







            Ceiling (short call option)


      $

      —


      $

      3.71

            Floor (long put option)


      $

      —


      $

      3.00

            Short put option


      $

      —


      $

      2.50

      The following tables reconcile to the related GAAP measure the Company's loss available to common stockholders to Adjusted Income and the Company's net loss to Adjusted EBITDA (in thousands):













      Three Months Ended



      June 30, 2016


      March 31, 2016


      June 30, 2015

      Loss available to common stockholders


      $

      (71,920)


      $

      (42,933)


      $

      (6,940)

         Valuation allowance



      24,409



      14,288



      —

         Write-down of oil and natural gas properties



      39,658



      22,604



      —

         Net loss (gain) on derivatives, net of settlements



      12,676



      5,621



      8,590

         Change in the fair value of share-based awards



      1,277



      461



      1,045

         Withdrawn proxy contest expenses



      2



      144



      150

      Adjusted Income


      $

      6,102


      $

      185


      $

      2,845

      Adjusted Income per fully diluted common share


      $

      0.05


      $

      0.00


      $

      0.04














      Three Months Ended



      June 30, 2016


      March 31, 2016


      June 30, 2015

      Net loss


      $

      (70,097)


      $

      (41,109)


      $

      (4,967)

         Write-down of oil and natural gas properties



      61,012



      34,776



      —

         Net loss (gain) on derivatives, net of settlements



      19,501



      8,648



      13,214

         Change in the fair value of share-based awards



      2,628



      1,225



      2,086

         Withdrawn proxy contest expenses



      3



      221



      230

         Acquisition expense



      1,906



      48



      —

         Income tax benefit



      —



      —



      (2,116)

         Interest expense



      4,180



      5,491



      5,106

         Depreciation, depletion and amortization



      16,698



      16,129



      18,011

         Accretion expense



      395



      180



      134

      Adjusted EBITDA


      $

      36,226


      $

      25,609


      $

      31,698

      Discretionary Cash Flow. Discretionary cash flow, a non-GAAP measure(i), for the second quarter of 2016 was $29.0 million and is reconciled to operating cash flow in the following table (in thousands):













      Three Months Ended



      June 30, 2016


      March 31, 2016


      June 30, 2015

      Cash flows from operating activities:










      Net loss


      $

      (70,097)


      $

      (41,109)


      $

      (4,967)

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










         Depreciation, depletion and amortization



      16,698



      16,129



      18,011

         Write-down of oil and natural gas properties



      61,012



      34,776



      —

         Accretion expense



      395



      180



      134

         Amortization of non-cash debt related items



      780



      781



      780

         Deferred income tax (benefit) expense



      —



      —



      (2,116)

         Net loss (gain) on derivatives, net of settlements



      19,501



      8,648



      13,214

         Non-cash expense related to equity share-based awards



      (1,253)



      392



      (754)

         Change in the fair value of liability share-based awards



      1,965



      709



      1,607

      Discretionary cash flow


      $

      29,001


      $

      20,506


      $

      25,909











         Changes in working capital



      (6,974)



      5,582



      438

         Payments to settle asset retirement obligations



      (158)



      (161)



      (2,163)

         Payments to settle vested liability share-based awards



      (493)



      (9,807)



      (326)

      Net cash provided by operating activities


      $

      21,376


      $

      16,120


      $

      23,858

      Callon Petroleum Company

      Consolidated Balance Sheets

      (in thousands, except par and per share values and share data)








      June 30, 2016


      December 31, 2015

      ASSETS


      Unaudited




      Current assets:






      Cash and cash equivalents

      $

      207


      $

      1,224

      Accounts receivable


      44,460



      39,624

      Fair value of derivatives


      5,537



      19,943

      Other current assets


      1,766



      1,461

      Total current assets


      51,970



      62,252

      Oil and natural gas properties, full cost accounting method:






         Evaluated properties


      2,530,978



      2,335,223

         Less accumulated depreciation, depletion, amortization and impairment


      (1,883,806)



      (1,756,018)

         Net oil and natural gas properties


      647,172



      579,205

         Unevaluated properties


      379,605



      132,181

      Total oil and natural gas properties


      1,026,777



      711,386

      Other property and equipment, net


      9,971



      7,700

      Restricted investments


      3,323



      3,309

      Deferred financing costs


      3,076



      3,642

      Fair value of derivatives


      60



      —

      Other assets, net


      413



      305

      Total assets

      $

      1,095,590


      $

      788,594

      LIABILITIES AND STOCKHOLDERS' EQUITY






      Current liabilities:






      Accounts payable and accrued liabilities

      $

      71,960


      $

      70,970

      Accrued interest


      6,258



      5,989

      Cash-settleable restricted stock unit awards


      5,168



      10,128

      Asset retirement obligations


      3,933



      790

      Fair value of derivatives


      7,491



      —

      Total current liabilities


      94,810



      87,877

      Senior secured revolving credit facility


      40,000



      40,000

      Secured second lien term loan, net of unamortized deferred financing costs


      289,559



      288,565

      Asset retirement obligations


      2,164



      4,317

      Cash-settleable restricted stock unit awards


      4,141



      4,877

      Fair value of derivatives


      6,313



      —

      Other long-term liabilities


      286



      200

      Total liabilities


      437,273



      425,836

      Stockholders' equity:






      Preferred stock, series A cumulative, $0.01 par value and $50.00 liquidation preference, 2,500,000 shares authorized: 1,458,948 and 1,578,948 shares outstanding, respectively


      15



      16

      Common stock, $0.01 par value, 300,000,000 and 150,000,000 shares authorized, respectively; 131,090,644 and 80,087,148 shares outstanding, respectively


      1,311



      801

      Capital in excess of par value


      1,112,873



      702,970

      Accumulated deficit


      (455,882)



      (341,029)

      Total stockholders' equity


      658,317



      362,758

      Total liabilities and stockholders' equity

      $

      1,095,590


      $

      788,594


      Callon Petroleum Company

      Consolidated Statements of Operations

      (Unaudited; in thousands, except per share data)
















      Three Months Ended June 30,


      Six Months Ended June 30,




      2016



      2015



      2016



      2015

      Operating revenues:













         Oil sales


      $

      40,555


      $

      36,093


      $

      67,998


      $

      64,002

         Natural gas sales



      4,590



      3,149



      7,845



      5,631

      Total operating revenues



      45,145



      39,242



      75,843



      69,633

      Operating expenses:













         Lease operating expenses



      7,311



      6,575



      14,268



      13,534

         Production taxes



      2,455



      2,952



      4,675



      5,217

         Depreciation, depletion and amortization



      16,293



      17,587



      32,015



      35,691

         General and administrative



      6,302



      5,763



      11,864



      17,865

         Accretion expense



      395



      134



      575



      343

         Write-down of oil and natural gas properties



      61,012



      —



      95,788



      —

         Rig termination fee



      —



      —



      —



      3,641

         Acquisition expense



      1,906



      —



      1,954



      —

      Total operating expenses



      95,674



      33,011



      161,139



      76,291

         Income (loss) from operations



      (50,529)



      6,231



      (85,296)



      (6,658)

      Other (income) expense:













         Interest expense, net of capitalized amounts



      4,180



      5,106



      9,671



      9,964

         Loss on derivative contracts



      15,484



      8,249



      16,416



      5,820

         Other income, net



      (96)



      (41)



      (177)



      (85)

      Total other expense



      19,568



      13,314



      25,910



      15,699

         Loss before income taxes



      (70,097)



      (7,083)



      (111,206)



      (22,357)

            Income tax benefit



      —



      (2,116)



      —



      (7,193)

            Net loss



      (70,097)



      (4,967)



      (111,206)



      (15,164)

            Preferred stock dividends



      (1,823)



      (1,973)



      (3,647)



      (3,947)

        Loss available to common stockholders


      $

      (71,920)


      $

      (6,940)


      $

      (114,853)


      $

      (19,111)

        Loss per common share:













         Basic


      $

      (0.61)


      $

      (0.11)


      $

      (1.14)


      $

      (0.31)

         Diluted


      $

      (0.61)


      $

      (0.11)


      $

      (1.14)


      $

      (0.31)

         Shares used in computing loss per common share:













         Basic



      118,209



      66,038



      100,895



      61,759

         Diluted



      118,209



      66,038



      100,895



      61,759

      Callon Petroleum Company

      Consolidated Statements of Cash Flows

      (Unaudited; in thousands)
















      Three Months Ended June 30,


      Six Months Ended June 30,



      2016


      2015


      2016


      2015

      Cash flows from operating activities:













      Net loss


      $

      (70,097)


      $

      (4,967)


      $

      (111,206)


      $

      (15,164)

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













         Depreciation, depletion and amortization



      16,698



      18,011



      32,827



      36,557

         Write-down of oil and natural gas properties



      61,012



      —



      95,788



      —

         Accretion expense



      395



      134



      575



      343

         Amortization of non-cash debt related items



      780



      780



      1,561



      1,561

         Deferred income tax benefit



      —



      (2,116)



      —



      (7,193)

         Net loss on derivatives, net of settlements



      19,501



      13,214



      28,149



      21,129

         Non-cash expense related to equity share-based awards



      (1,253)



      (754)



      (861)



      (668)

         Change in the fair value of liability share-based awards



      1,965



      1,607



      2,674



      4,695

         Payments to settle asset retirement obligations



      (158)



      (2,163)



      (319)



      (1,905)

         Changes in operating assets and liabilities:



      —



      —







            Accounts receivable



      (10,777)



      (4,821)



      (4,836)



      (6,946)

            Other current assets



      (885)



      (536)



      (305)



      (85)

            Current liabilities



      4,830



      5,904



      4,113



      5,549

            Change in other long-term liabilities



      75



      100



      86



      100

            Change in other assets, net



      (217)



      (209)



      (450)



      (528)

         Payments to settle vested liability share-based awards related to early













         retirements



      —



      —



      —



      (3,538)

         Payments to settle vested liability share-based awards



      (493)



      (326)



      (10,300)



      (3,925)

            Net cash provided by operating activities



      21,376



      23,858



      37,496



      29,982

      Cash flows from investing activities:













      Capital expenditures



      (24,505)



      (60,067)



      (75,280)



      (129,050)

      Acquisitions



      (273,841)



      —



      (284,024)



      (1,797)

      Proceeds from sales of mineral interests and equipment



      23,631



      54



      23,631



      326

           Net cash used in investing activities



      (274,715)



      (60,013)



      (335,673)



      (130,521)

      Cash flows from financing activities:













      Borrowings on senior secured revolving credit facility



      98,000



      43,000



      143,000



      103,000

      Payments on senior secured revolving credit facility



      (58,000)



      (5,000)



      (143,000)



      (63,000)

      Payment of deferred financing costs



      —



      12



      —



      —

      Issuance of common stock, net



      205,858



      —



      300,807



      65,546

      Payment of preferred stock dividends



      (1,823)



      (1,973)



      (3,647)



      (3,947)

            Net cash provided by financing activities



      244,035



      36,039



      297,160



      101,599

      Net change in cash and cash equivalents



      (9,304)



      (116)



      (1,017)



      1,060

         Balance, beginning of period



      9,511



      2,144



      1,224



      968

         Balance, end of period


      $

      207


      $

      2,028


      $

      207


      $

      2,028

      Non-GAAP Financial Measures and Reconciliations

      This news release refers to non-GAAP financial measures such as "discretionary cash flow," "Adjusted Income (Loss)," "Adjusted G&A" and "Adjusted EBITDA," and "Adjusted Total Revenues." 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 SEC filings and posted on our website.

      • Callon believes that the non-GAAP measure of discretionary cash flow is useful as an indicator of an oil and gas exploration and production company's ability to internally fund exploration and development activities and to service or incur additional debt. The Company also has included this information because changes in operating assets and liabilities relate to the timing of cash receipts and disbursements which the company may not control and may not relate to the period in which the operating activities occurred. Discretionary cash flow and discretionary cash flow per diluted share are calculated using net income (loss) adjusted for certain items including depreciation, depletion and amortization, the impact of financial derivatives (including the mark-to-market effects, net of cash settlements and premiums paid or received related to our financial derivatives), remaining asset retirement obligations related to our divested offshore properties, restructuring and other non-recurring costs, deferred income taxes and other non-cash income items.
      • Callon believes that the non-GAAP measure of Adjusted G&A is useful to investors because it provides readers with a meaningful measure of our recurring G&A expense and provides for greater comparability period-over-period. The table above details all adjustments to G&A on a GAAP basis to arrive at Adjusted G&A.
      • We believe that the non-GAAP measure of Adjusted Income available to common shareholders ("Adjusted Income") and Adjusted Income per diluted share 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 certain non-recurring items and non-cash valuation adjustments, which are detailed in the reconciliation provided below. Prior to being tax-effected and excluded, the amounts reflected in the determination of Adjusted Income and Adjusted Income per diluted share above were computed in accordance with GAAP.
      • We calculate Adjusted Earnings before Interest, Income Taxes, Depreciation, Depletion and Amortization ("Adjusted EBITDA") as Adjusted Income plus interest expense, income tax expense (benefit) and depreciation, depletion and amortization expense. Adjusted EBITDA 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, we believe that Adjusted EBITDA provides additional information with respect to our performance or ability to meet its future debt service, capital expenditures and working capital requirements. Because Adjusted EBITDA excludes some, but not all, items that affect net income (loss) and may vary among companies, the Adjusted EBITDA we present may not be comparable to similarly titled measures of other companies.
      • We believe that the non-GAAP measure of Adjusted Total Revenues is useful to investors because it provides readers with a revenue value more comparable to other companies who account for derivative contracts and hedges and include their effects in revenue. We believe Adjusted Total Revenue is also useful to investors as a measure of the actual cash inflows generated during the period.

      Earnings Call Information

      The Company will host a conference call on Tuesday, August 9, 2016, to discuss second quarter 2016 financial and operating results.

      Please join Callon Petroleum Company via the Internet for a webcast of the conference call:

      Date/Time:            Tuesday, August 9, 2016, at 8:00 a.m. Central Time (9:00 a.m. Eastern Time)
      Webcast:              Live webcast will be available at www.callon.com in the "Investors" section of the website.

      Alternatively, you may join by telephone using the following numbers:

      Toll Free:                            1-888-349-0096
      Canada Toll Free:                1-855-669-9657
      International:                       1-412-902-0125
      Request to join:                   Callon Petroleum Company Earnings Call

      An archive of the conference call webcast will also be available at www.callon.com in the "Investors" section of the website.

      About Callon Petroleum

      Callon Petroleum Company is an independent energy company focused on the acquisition, development, exploration, and operation of oil and natural gas properties in the Permian Basin in West Texas.

      This news release is posted on the Company's website at www.callon.com and will be archived there for subsequent review under the "News" link on the top of the homepage.

      Cautionary Statement Regarding Forward Looking Statements

      This news release contains 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 all statements regarding the consummation of the pending transactions, wells anticipated to be drilled and placed on production, future levels of drilling activity and associated production, the Company's 2016 guidance, capital budget amounts and expected cash flows, reserve quantities and the present value thereof, the implementation of the Company's business plans and strategy, as well as statements including the words "believe," "expect," "plans" and words of similar meaning. Without limiting the foregoing, forward-looking statements contained in this news release specifically include the expectation of total reserve potential and EUR. These 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. 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 gas prices, ability to drill and complete wells, operational, regulatory and environment risks, our ability to finance our activities and other risks more fully discussed in our filings with the Securities and Exchange Commission, including our Annual Reports on Form 10-K and Quarterly Reports on Form 10-Q, available on our website or the SEC's website at www.sec.gov.

      For further information contact:
      Joe Gatto
      Chief Financial Officer, Senior Vice President and Treasurer
      1-800-451-1294

      __________________________

      i.

      See "Non-GAAP Financial Measures and Reconciliations" included within this release for related disclosures and calculations

      SOURCE Callon Petroleum Company

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