OKLAHOMA CITY, Dec. 20, 2016 /PRNewswire/ -- Chesapeake
Energy Corporation (NYSE: CHK) reported today the results to date
of its pending cash tender offers (the "Tender Offers") to purchase
up to $1,200,000,000 aggregate
purchase price, exclusive of accrued interest (the "Aggregate
Maximum Purchase Amount"), of the outstanding notes of Chesapeake
set forth in the table below (collectively, the "Notes").
All terms and conditions of the Tender Offers remain unchanged
as set forth in an Offer to Purchase dated December 6, 2016 (the "Offer to Purchase") and
the related Letter of Transmittal.
The following table sets forth the approximate aggregate
principal amounts of each series of Notes that were tendered and
not withdrawn on or prior to 5:00
p.m., New York City time,
on December 19, 2016 (the "Early
Tender Date"):
Series of
Notes
|
CUSIP
Number
|
Aggregate
Principal
Amount
Outstanding
Prior to
Tender
Offers
|
Aggregate
Principal
Amount of
Notes
Tendered(1)
|
Tender
Caps(2)
|
Acceptance
Priority
Level
|
Total
Consideration(3) (4)
|
|
|
|
|
|
|
|
6.5% Senior Notes due
2017
|
165167BS5
|
$222,752,000
|
$88,977,000
|
N/A
|
1
|
$1,034.00
|
7.25% Senior Notes
due 2018
|
165167CC9
|
$349,065,000
|
$284,987,000
|
1
|
$1,085.00
|
Floating Rate Senior
Notes due 2019
|
165167CM7
|
$504,179,000
|
$124,577,000
|
1
|
$990.00
|
6.625% Senior Notes
due 2020
|
165167CF2
|
$806,882,000
|
$26,605,000
|
$150,000,000
|
2
|
$1,010.00
|
6.875% Senior Notes
due 2020
|
165167BU0
165167BT3
USU16450AQ87
|
$291,047,000
|
$11,998,000
|
2
|
$995.00
|
6.125% Senior Notes
due 2021
|
165167CG0
|
$554,348,000
|
$3,959,000
|
$150,000,000
|
3
|
$962.50
|
5.375% Senior Notes
due 2021
|
165167CK1
|
$272,264,000
|
$2,330,000
|
3
|
$922.50
|
4.875% Senior Notes
due 2022
|
165167CN5
|
$453,055,000
|
$1,830,000
|
3
|
$895.00
|
8.00% Senior Secured
Second Lien Notes due 2022
|
165167CQ8
U16450AT2
|
$2,425,206,000
|
$6,203,000
|
3
|
$1,060.00
|
5.75% Senior Notes
due 2023
|
165167CL9
|
$338,852,000
|
$1,099,000
|
3
|
$915.00
|
|
|
|
|
|
|
|
|
|
(1)
|
Notes tendered have
not been accepted.
|
|
|
(2)
|
A $150,000,000 Tender
Cap applies to the aggregate purchase price (exclusive of accrued
interest) of the 6.625% Senior Notes due 2020 and the 6.875% Senior
Notes due 2020. A separate $150,000,000 Tender Cap applies to the
aggregate purchase price (exclusive of accrued interest) of the
6.125% Senior Notes due 2021, 5.375% Senior Notes due 2021, 4.875%
Senior Notes due 2022, 8.00% Senior Secured Second Lien Notes due
2022 and 5.75% Senior Notes due 2023. In addition, Priority 2 Notes
and Priority 3 Notes (each as defined in the Offer to Purchase) are
subject to the Long-Dated Tender Cap (as defined in the Offer to
Purchase).
|
|
|
(3)
|
Per $1,000 principal
amount of Notes validly tendered and accepted for purchase in the
applicable Tender Offer (exclusive of any accrued interest, which
will be paid in addition to the Tender Offer Consideration or the
Total Consideration, as applicable, to, but not including, the
applicable Settlement Date (each as defined in the Offer to
Purchase)). Subject to the Aggregate Maximum Purchase Amount, the
Tender Caps and proration described in the Offer to Purchase, notes
validly tendered at or prior to the Early Tender Date will be
accepted for purchase before any notes validly tendered after the
Early Tender Date.
|
|
|
(4)
|
Includes the
applicable Early Tender Premium (as defined in the Offer to
Purchase).
|
INVESTOR
CONTACT:
|
MEDIA
CONTACT:
|
CHESAPEAKE ENERGY
CORPORATION
|
Brad Sylvester,
CFA
|
Gordon
Pennoyer
|
6100 North Western
Avenue
|
(405)
935-8870
|
(405)
935-8878
|
P.O. Box
18496
|
ir@chk.com
|
media@chk.com
|
Oklahoma City, OK
73154
|
The Tender Offers will expire at 11:59
p.m., New York City time,
on January 4, 2017 (such date and
time with respect to a Tender Offer, as it may be extended for such
Tender Offer, the "Expiration Date"). No tenders will be valid if
submitted after the Expiration Date. The deadline for holders to
validly withdraw tenders of Notes has passed. Accordingly, Notes
that were already tendered at the Early Tender Date and any
additional Notes that are tendered at or prior to the Expiration
Date may not be withdrawn, except in certain limited circumstances
where additional withdrawal rights are required by law. The Company
may elect, in its sole discretion, to settle the Tender Offers for
any or all Notes validly tendered as of the Early Tender Date at
any time after the Early Tender Date and prior to the Expiration
Date, subject to all conditions to the Tender Offers having been
satisfied or waived by the Company. The Company expects to settle
the Tender Offers for all accepted Notes validly tendered as of the
Early Tender Date on or about December 21,
2016.
Deutsche Bank Securities Inc. is acting as the dealer manager in
the Tender Offers. Global Bondholder Services Corporation has been
retained to serve as both the depositary and the information agent
for the Tender Offers. Persons with questions regarding the Tender
Offers should contact Deutsche Bank Securities Inc. at (toll-free)
(855) 287-1922 or (collect) (212) 250-7527. Requests for copies of
the Offer to Purchase, the related Letter of Transmittal and other
related materials should be directed to Global Bondholder Services
Corporation at (toll-free) (866) 470-4200 or (collect) (212)
430-3774.
None of Chesapeake, its board of directors, its officers, the
dealer manager, the depositary, the information agent or the
trustees with respect to the Notes, or any of their respective
affiliates, makes any recommendation that holders tender or refrain
from tendering all or any portion of the principal amount of their
Notes, and no one has been authorized by any of them to make such a
recommendation. Holders must make their own decision as to whether
to tender their Notes and, if so, the principal amount of Notes to
tender. The Tender Offers are made only by the Offer to Purchase
and related Letter of Transmittal. This press release is neither an
offer to purchase nor a solicitation of an offer to sell any notes
in the Tender Offers. The Tender Offers are not being made to
holders of Notes in any jurisdiction in which the making or
acceptance thereof would not be in compliance with the securities,
blue sky or other laws of such jurisdiction. In any jurisdiction in
which the Tender Offers are required to be made by a licensed
broker or dealer, the Tender Offers will be deemed to be made on
behalf of Chesapeake by the dealer manager or one or more
registered brokers or dealers that are licensed under the laws of
such jurisdiction.
Headquartered in Oklahoma
City, Chesapeake Energy Corporation's (NYSE: CHK)
operations are focused on discovering and developing its large
and geographically diverse resource base of unconventional oil and
natural gas assets onshore in the United States. The company
also owns oil and natural gas marketing and natural gas gathering
and compression businesses.
This news release includes "forward-looking statements" that
give the company's current expectations or forecasts of future
events, including the timing of the settlement and amounts to be
purchased in the Tender Offers. Although we believe the
expectations and forecasts reflected in our forward-looking
statements are reasonable, we can give no assurance they will prove
to have been correct. They can be affected by inaccurate or changed
assumptions or by known or unknown risks and uncertainties
(including the satisfaction of conditions precedent to completing
the Tender Offers, the ability to consummate any or all of the
Tender Offers and those stated in the company's Annual Report on
Form 10-K for the year ended December 31,
2015 and its other filings with the SEC), and actual results
may differ from the expectation expressed. We caution you not to
place undue reliance on our forward-looking statements, which speak
only as of the date of this news release, and we undertake no
obligation to update this information, except as required by
applicable law.
To view the original version on PR Newswire,
visit:http://www.prnewswire.com/news-releases/chesapeake-energy-corporation-announces-early-results-of-cash-tender-offers-for-non-convertible-senior-notes-300381724.html
SOURCE Chesapeake Energy Corporation