On January 30, 2024, APA Corporation (APA), entered into a Credit Agreement among APA, as borrower, the lenders party thereto, JPMorgan Chase Bank, N.A., as administrative agent, and the other agents party thereto (the Credit Agreement). The lenders under the Credit Agreement have committed an aggregate $2.0 billion for senior unsecured delayed-draw term loans to APA, the proceeds of which, subject to satisfaction of certain limited conditions, APA may use to refinance certain indebtedness of Callon Petroleum Company, upon or after closing of APA?s pending acquisition of Callon pursuant to the previously announced Agreement and Plan of Merger among APA, Astro Comet Merger Sub Corp., a Delaware corporation and wholly owned subsidiary of APA, and Callon, dated January 3, 2024 (the Merger Agreement). Two tranches of term loans would be available to APA for borrowing only on the date of closing of transactions under the Merger Agreement and satisfaction of certain other conditions under the Credit Agreement (the Closing Date); of the aggregate $2.0 billion in commitments, $1.5 billion is for term loans that would mature three years after the Closing Date (the 3-Year Tranche Loans) and $500 million is for term loans that would mature 364 days after the Closing Date (the 364-Day Tranche Loans).

Indebtedness of Callon that APA could refinance by borrowing under the Credit Agreement on the Closing Date includes indebtedness outstanding under (i) the Amended and Restated Credit Agreement, dated October 19, 2022, among Callon, JPMorgan Chase Bank, N.A., as administrative agent, and the lenders party thereto (the ?Callon Credit Agreement?), (ii) Callon?s 6.375% Senior Notes due 2026 (?Callon?s 2026 Notes?), (iii) Callon?s 8.00% Senior Notes due 2028 (?Callon?s 2028 Notes?), and (iv) Callon?s 7.500% Senior Notes due 2030 (?Callon?s 2030 Notes?, and together with the Callon Credit Agreement, Callon?s 2026 Notes, and Callon?s 2028 Notes, the ?Callon Indebtedness?).