Callon’s $3.2 Billion Acquisition Of Carrizo

Davis Polk represented J.P. Morgan LLC as financial adviser to Callon Petroleum Company in connection with its $3.2 billion acquisition of Carrizo Oil & Gas, Inc.

The transaction, which is expected to close during the fourth quarter of 2019, is subject to customary closing conditions and regulatory approvals, including the approval of shareholders of both companies.

Callon is an independent energy company focused on the acquisition and development of unconventional onshore oil and natural gas reserves in the Permian Basin in West Texas. Carrizo is a Houston-based energy company actively engaged in the exploration, development and production of oil and gas from resource plays located in the United States. Their current operations are principally focused on proven, producing oil and gas plays in the Eagle Ford Shale in South Texas and the Permian Basin in West Texas.

J.P. Morgan LLC served as exclusive financial advisor to Callon and Kirkland & Ellis LLP served as legal advisor to Callon. JPMorgan Chase Bank, N.A. and BofA Merrill Lynch provided underwritten financing to Callon to support the transaction. RBC Capital Markets, LLC and Lazard served as financial advisors to Carrizo and Baker Botts L.L.P. served as legal advisor to Carrizo.

The Davis Polk corporate team includes partner William H. Aaronson (Picture) and associate Camila Panama.

The Kirkland team was led by transactional partners Sean Wheeler, Doug Bacon, Anthony Speier, Alex Rose and Lanchi Huynh and associates Jennifer Rainey Singh, Lindsey Jaquillard, Camille Walker, Zach Savrick, Meghan Dupre, Cameron McCollum, Zack Montgomery and Eilidh Reid; tax partner David Wheat and associate William Dong; debt finance partners Mary Kogut Brawley and Will Bos and associates Brandon Elliot, Jordan Roberts and Mahalia Burford; executive compensation partner Scott Price and associates Laura Gallo and Annemarie Mierzejewski; capital markets associates Terry Bokosha and Trevor Crowley; antitrust partners Ian John, Carla Hine and Christina Shin and associate Evan Turnage; government & internal investigations partners Asheesh Goel and Nick Niles; environmental transactions partner Paul Tanaka and associate James Dolphin; employee benefits partner Alexandra Mihalas and associate Adria Crowe; and labor and employment partner Michael Schulman.

The Baker Botts team was composed by corporate partners Gene Oshman and Jim Marshall; associate Lakshmi Ramanathan; associate Sunil Jamal; associate Steven Lackey; associate Jack Chadderdon. Employee Benefits Partner Rob Fowler; associate Gabriela Alvarez. Tax partners Derek Green, Jon Lobb; associate Dominick Constantino. Finance partner Andrew Thomison (all Houston) and antitrust partner Thomas Fina (Washington).

Involved fees earner: Gabriela Alvarez – Baker Botts; Jack Chadderdon – Baker Botts; Dominick Constantino – Baker Botts; Thomas Fina – Baker Botts; Rob Fowler – Baker Botts; Derek Green – Baker Botts; Sunil Jamal – Baker Botts; Steven Lackey – Baker Botts; Jon Lobb – Baker Botts; James Marshall – Baker Botts; Gene Oshman – Baker Botts; Lakshmi Ramanathan – Baker Botts; Andrew Thomison – Baker Botts; William H. Aaronson – Davis Polk & Wardwell; Mahalia Burford – Davis Polk & Wardwell; Camila Panama – Davis Polk & Wardwell; Doug Bacon – Kirkland & Ellis; Terry Bokosha – Kirkland & Ellis; William Bos – Kirkland & Ellis; Cameron McCollum – Kirkland & Ellis; Adria Crowe – Kirkland & Ellis; Trevor Crowley – Kirkland & Ellis; James Dolphin – Kirkland & Ellis; William Dong – Kirkland & Ellis; Meghan Dupre – Kirkland & Ellis; Brandon Elliott – Kirkland & Ellis; Laura Gallo – Kirkland & Ellis; Asheesh Goel – Kirkland & Ellis; Carla Hine – Kirkland & Ellis; Lanchi Huynh – Kirkland & Ellis; Lindsey Jaquillard – Kirkland & Ellis; Ian John – Kirkland & Ellis; Mary Kogut Brawley – Kirkland & Ellis; Annemarie Mierzejewski – Kirkland & Ellis; Alexandra Mihalas – Kirkland & Ellis; Zachary Montgomery – Kirkland & Ellis; Nick Niles – Kirkland & Ellis; Scott Price – Kirkland & Ellis; Jennifer Rainey Singh – Kirkland & Ellis; Eilidh Reid – Kirkland & Ellis; Jordan Roberts – Kirkland & Ellis; Alex Rose – Kirkland & Ellis; Zach Savrick – Kirkland & Ellis; Michael Schulman – Kirkland & Ellis; Christina Shin – Kirkland & Ellis; Anthony Speier – Kirkland & Ellis; Paul Tanaka – Kirkland & Ellis; Evan Turnage – Kirkland & Ellis; Camille Walker – Kirkland & Ellis; David Wheat – Kirkland & Ellis; Sean Wheeler – Kirkland & Ellis;

Law Firms: Baker Botts; Davis Polk & Wardwell; Kirkland & Ellis;

Clients: Callon Petroleum Company; Carrizo oil & gas, Inc.; JP Morgan;