OKLAHOMA CITY, Jan. 5, 2017 /PRNewswire/ -- Chesapeake
Energy Corporation (NYSE: CHK) announced today the expiration and
final results of its offers to purchase for cash (the "Tender
Offers") the outstanding notes of Chesapeake set forth in the table
below (collectively, the "Notes"). As of 11:59 p.m., New York
City time, on January 4, 2017
(such date and time, the "Expiration Date"), Chesapeake received
valid tenders totaling approximately $296.0
million aggregate principal amount of the Notes.
Chesapeake is accepting for purchase (i) approximately
$99.5 million aggregate principal
amount of the 2.5% Contingent Convertible Senior Notes due 2037
(the "2037 Notes") validly tendered and not validly withdrawn for
an aggregate consideration of approximately $100.0 million, excluding accrued and unpaid
interest, and (ii) approximately $187.8
million aggregate principal amount of the 2.25% Contingent
Convertible Senior Notes due 2038 (the "2038 Notes") validly
tendered and not validly withdrawn for an aggregate consideration
of approximately $185.0 million,
excluding accrued and unpaid interest. Because the purchase of
Notes of each series validly tendered and not validly withdrawn
results in an aggregate purchase price that exceeds the applicable
Tender Cap (as defined in the Offer to Purchase dated December 6, 2016), the amount of Notes of each
series purchased will be prorated as described in the Offer to
Purchase. Chesapeake expects to make payment for the Notes accepted
for purchase in same-day funds on January 6,
2017.
Series of
Notes
|
|
CUSIP
Number
|
|
Aggregate
Principal Amount Outstanding Prior to Tender Offers
|
|
Aggregate
Principal Amount Tendered
|
|
Tender
Cap(1)
|
|
Total
Consideration(2)
|
2.5% Contingent
Convertible Senior Notes due 2037
|
|
165167BZ9 /
165167CA3
|
|
$114,262,000
|
|
$104,320,000
|
|
$100,000,000
|
|
$1,005.00
|
2.25% Contingent
Convertible Senior Notes due 2038
|
|
165167CB1
|
|
$199,758,000
|
|
$191,720,000
|
|
$185,000,000
|
|
$985.00
|
|
(1) The
$100,000,000 Tender Cap and the $185,000,000 Tender Cap apply to
the aggregate purchase price (exclusive of accrued interest) of the
2037 Notes and the 2038 Notes, respectively.
|
|
(2) 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 Total Consideration
to, but not including, the Settlement Date (each as defined in the
Offer to Purchase)).
|
Deutsche Bank Securities Inc. acted as the dealer manager in the
Tender Offers. Global Bondholder Services Corporation served 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.
From time to time after completion of the Tender Offers,
Chesapeake and its affiliates may purchase additional Notes in the
open market, in privately negotiated transactions, through
additional tender offers, exchange offers or otherwise, or
Chesapeake may redeem Notes that are able to be redeemed, pursuant
to their terms. Any future purchases, exchanges or redemptions may
be on the same terms or on terms that are more or less favorable to
holders of Notes than the terms of the Tender Offers. Any future
purchases, exchanges or redemptions by Chesapeake and its
affiliates will depend on various factors existing at that time.
There can be no assurance as to which, if any, of these
alternatives (or combinations thereof) Chesapeake and its
affiliates may choose to pursue in the future. Pursuant to
Rule 13e-4(f)(6) under the Securities Exchange Act of 1934, as
amended, neither Chesapeake nor its affiliates may purchase any
Notes other than pursuant to the Tender Offers until 10 business
days after the Expiration Date.
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 of 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.
INVESTOR
CONTACT:
Brad Sylvester,
CFA
405-935-8870
ir@chk.com
|
MEDIA
CONTACT:
Gordon
Pennoyer
405-935-8878
media@chk.com
|
CHESAPEAKE ENERGY
CORPORATION
6100 North Western
Avenue
P.O. Box
18496
Oklahoma City, OK
73154
|
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SOURCE Chesapeake Energy Corporation