CARRIZO OIL & GAS INC

11 Aug 2017asset acquisition disposition● NeutralMajor

On August 10, 2017 Carrizo closed the ExL Delaware Basin acquisition: about 16,508 net acres in Reeves and Ward Counties, Texas, for about $676.0 million in cash (including the $75.0 million deposit), roughly $28.0 million above the announced $648.0 million because of closing adjustments, with further post-closing adjustments possible. The contingent payments of up to $50.0 million a year (capped at $125.0 million) if WTI averages above $50 in 2018-2021 remain. At the same time Carrizo issued 250,000 shares of 8.875% Redeemable Preferred Stock and warrants for 2,750,000 common shares at $16.08 to GSO funds for about $236.2 million net, which is below the roughly $242.5 million expected in June. The preferred ranks ahead of common shareholders, and the filing sets out dividend terms and limits on common payouts above $15 million a year in some circumstances. This resolves the ExL closing and the GSO financing threads.

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14 July 2017debt financing● NeutralMajor

The $250.0 million 8.25% Senior Notes due July 15, 2025 closed on July 14, 2017, completing the offering agreed on June 29. The notes are unsecured and guaranteed by Carrizo's subsidiaries, with interest paid every January 15 and July 15 starting January 15, 2018. They carry a special redemption at the offering price if the ExL acquisition is terminated or not completed by October 28, 2017; that feature ends once ExL closes.

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3 July 2017material agreement● NeutralMajor

On June 28, 2017 Carrizo agreed to sell 15,600,000 new common shares to underwriters led by Goldman Sachs and Wells Fargo Securities at $14.60 to the public ($14.28 net per share), with closing expected July 3, 2017. Proceeds are to fund part of the pending ExL Delaware Basin purchase and general corporate purposes, and pending closing to reduce revolver borrowings, including those used for the $75.0 million deposit. Existing shareholders are diluted by the new shares; this is the equity piece of the ExL financing. (Gross proceeds are not stated in the filing; 15.6M x $14.28 is roughly $223M net, an inference.)

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3 July 2017material agreement● NeutralMajor

On June 29, 2017 Carrizo agreed to sell $250.0 million of 8.25% Senior Notes due 2025 to underwriters led by Citigroup and Merrill Lynch, with closing expected July 14, 2017. Proceeds are to fund part of the pending ExL Delaware Basin purchase and general corporate purposes, and meanwhile to pay down the revolver, including the borrowings used for the $75.0 million ExL deposit. If the ExL deal is not completed by October 28, 2017 or the agreement is terminated, Carrizo must redeem the notes at the initial offering price plus accrued interest. This is one of the debt/equity financings for ExL flagged in earlier filings.

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28 June 2017capital raising announcement● NeutralMajor

On June 28, 2017 Carrizo agreed to sell GSO Capital Partners funds 250,000 shares of 8.875% redeemable preferred stock plus warrants for 2,750,000 common shares (exercise price $16.08) at $970 per preferred share, for expected net proceeds of about $242.5 million. The money is to fund part of the ExL Delaware Basin acquisition, and closing is expected in August 2017, conditional on the ExL closing and other financings. The preferred ranks ahead of common stock for dividends and in liquidation, and the warrants would dilute common holders if exercised.

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28 June 2017material agreement● NeutralMajor

On June 28, 2017 Carrizo agreed to buy about 16,488 net acres in the Delaware Basin (Reeves and Ward Counties, Texas) from ExL Petroleum, a Quantum Energy Partners portfolio company, for about $648.0 million in cash, with a $75.0 million deposit paid and closing expected in mid-August 2017. It may owe up to $50.0 million a year (capped at $125.0 million) if WTI averages above $50 in 2018-2021. The company also signed a tenth credit facility amendment, raised 2017 oil production guidance to 35,700-36,000 Bbls/d, and said it is starting to sell Marcellus and Utica assets, targeting $300 million of proceeds from non-core sales. This is a major Delaware Basin purchase, following the 2016 Eagle Ford purchase from Sanchez.

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