OKLAHOMA CITY and HOUSTON, Jan. 25,
2019 /PRNewswire/ -- Chesapeake Energy Corporation
(NYSE:CHK) and WildHorse Resource Development Corporation
(NYSE:WRD) jointly announced today that, in connection with
Chesapeake's pending acquisition of WildHorse, the election
deadline for record holders of shares of WildHorse's common
stock to elect the form of merger consideration they wish to
receive in connection with the transaction is 5:00 p.m. Eastern time on January 30, 2019, which is based on an
anticipated transaction completion date of February 1, 2019.
Accordingly, an election will be valid only if a properly
completed and signed election form, together with all required
documents and materials set forth in the election form and the
instructions thereto, is received by EQ Shareowner Services, the
exchange agent for the transaction, by 5:00
p.m. Eastern time on January 30,
2019. Stockholders with questions should contact Innisfree
M&A Incorporated, the proxy solicitor for the transaction,
toll-free at (877) 825-8621 (banks and brokers please call collect
at (212) 750-5833).
The election deadline does not impact the deadline for
WildHorse common stockholders to vote on the merger agreement,
which will be considered at the special meeting of WildHorse
stockholders to be held on January 31,
2019 at 2:00 p.m. WildHorse
stockholders are encouraged to vote their shares if they have not
already done so.
Headquartered in Oklahoma City, Chesapeake Energy
Corporation's 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.
WildHorse Resource Development Corporation is an independent oil
and natural gas company focused on the acquisition, exploration,
development and production of oil, natural gas and NGL properties
primarily in the Eagle Ford Shale and Austin
Chalk in East Texas.
Cautionary Statement Regarding Forward-Looking
Statements
This communication may contain certain forward-looking
statements within the meaning of federal securities law, including
the expected transaction completion date. Such statements are
subject to numerous assumptions, risks, and uncertainties.
Statements that do not describe historical or current facts,
including statements about beliefs and expectations, are
forward-looking statements. Forward-looking statements may be
identified by words such as expect, anticipate, believe, intend,
estimate, plan, target, goal, or similar expressions, or future or
conditional verbs such as will, may, might, should, would, could,
or similar variations. The forward-looking statements are intended
to be subject to the safe harbor provided by Section 27A of the
Securities Act of 1933, Section 21E of the Securities Exchange Act
of 1934, and the Private Securities Litigation Reform Act of
1995.
While there is no assurance that any list of risks and
uncertainties or risk factors is complete, below are certain
factors which could cause actual results to differ materially from
those contained or implied in the forward-looking statements: the
possibility that the proposed transaction does not close when
expected or at all because required regulatory, shareholder or
other approvals are not received or other conditions to the closing
are not satisfied on a timely basis or at all; the risk that
regulatory approvals required for the proposed merger are not
obtained or are obtained subject to conditions that are not
anticipated; potential adverse reactions or changes to business or
employee relationships, including those resulting from the
announcement or completion of the transaction; uncertainties as to
the timing of the transaction; competitive responses to the
transaction; the possibility that the anticipated benefits of the
transaction are not realized when expected or at all, including as
a result of the impact of, or problems arising from, the
integration of the two companies; the possibility that the
transaction may be more expensive to complete than anticipated,
including as a result of unexpected factors or events; diversion of
management's attention from ongoing business operations and
opportunities; the ability of Chesapeake to complete the
acquisition and integration of WildHorse successfully; litigation
relating to the transaction; and other factors that may affect
future results of WildHorse and Chesapeake.
Additional factors that could cause results to differ materially
from those described above can be found in WildHorse's Annual
Report on Form 10-K for the year ended December 31, 2017 and
in its subsequent Quarterly Reports on Form 10-Q for the quarters
ended March 31, 2018, June 30, 2018 and September 30, 2018, each of which is on file with
the SEC and available in the "Investor Relations" section of
WildHorse's website, http://www.wildhorserd.com/, under the
subsection "SEC Filings" and in other documents WildHorse files
with the SEC, and in Chesapeake's Annual Report on Form 10-K for
the year ended December 31, 2017 and in its subsequent
Quarterly Reports on Form 10-Q for the quarters ended March
31, 2018, June 30, 2018 and September
30, 2018, each of which is on file with the SEC and
available in the "Investors" section of Chesapeake's
website, https://www.chk.com/, under the heading "SEC Filings"
and in other documents Chesapeake files with the SEC.
All forward-looking statements speak only as of the date they
are made and are based on information available at that time.
Neither WildHorse nor Chesapeake assumes any obligation to update
forward-looking statements to reflect circumstances or events that
occur after the date the forward-looking statements were made or to
reflect the occurrence of unanticipated events except as required
by federal securities laws. As forward-looking statements involve
significant risks and uncertainties, caution should be exercised
against placing undue reliance on such statements.
Important Additional Information
This communication relates to a proposed business combination
transaction (the "Transaction") between WildHorse Resource
Development Corporation ("WildHorse") and Chesapeake Energy
Corporation ("Chesapeake"). This communication is for informational
purposes only and does not constitute an offer to sell or the
solicitation of an offer to buy any securities or a solicitation of
any vote or approval, in any jurisdiction, pursuant to the
Transaction or otherwise, nor shall there be any sale, issuance,
exchange or transfer of the securities referred to in this document
in any jurisdiction in contravention of applicable law.
In connection with the Transaction, Chesapeake has filed with
the SEC a registration statement on Form S-4, as amended, that
includes a joint proxy statement of Chesapeake and WildHorse and a
prospectus of Chesapeake, as well as other relevant documents
concerning the Transaction. The registration statement was declared
effective by the SEC on December 21,
2018 and WildHorse and Chesapeake commenced mailing the
definitive joint proxy statement/prospectus to WildHorse's
stockholders and Chesapeake's shareholders, respectively, for their
consideration on or about December 28,
2018. STOCKHOLDERS OF WILDHORSE AND SHAREHOLDERS OF
CHESAPEAKE ARE URGED TO READ THE DEFINITIVE JOINT PROXY
STATEMENT/PROSPECTUS REGARDING THE TRANSACTION AND ANY OTHER
RELEVANT DOCUMENTS FILED WITH THE SEC, AS WELL AS ANY AMENDMENTS OR
SUPPLEMENTS TO THOSE DOCUMENTS, BECAUSE THEY WILL CONTAIN IMPORTANT
INFORMATION. Investors will be able to obtain a free copy of the
registration statement and the joint proxy statement/prospectus, as
well as other filings containing information about WildHorse and
Chesapeake, without charge, at the SEC's website
(http://www.sec.gov). Copies of the documents filed with the SEC
can be obtained, without charge, by directing a request to Investor
Relations, WildHorse, P.O. Box 79588, Houston, Texas 77279, Tel. No.
(713) 255-9327 or to Investor Relations, Chesapeake, 6100
North Western Avenue, Oklahoma City,
Oklahoma, 73118, Tel. No. (405) 848-8000.
Participants in the Solicitation
WildHorse, Chesapeake and certain of their respective directors,
executive officers and employees may be deemed to be participants
in the solicitation of proxies in respect of the Transaction.
Information regarding WildHorse's directors and executive officers
is available in its definitive proxy statement, which was filed
with the SEC on April 2, 2018, and
certain of its Current Reports on Form 8-K. Information regarding
Chesapeake's directors and executive officers is available in its
definitive proxy statement, which was filed with the SEC on
April 6, 2018, and certain of its
Current Reports on Form 8-K. Other information regarding the
participants in the proxy solicitation and a description of their
direct and indirect interests, by security holdings or otherwise,
is contained in the definitive joint proxy statement/prospectus and
other relevant materials filed with the SEC. Free copies of this
document may be obtained as described in the preceding
paragraph.
CHK INVESTOR
CONTACT:
Brad Sylvester,
CFA
405-935-8870
ir@chk.com
|
CHK 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
|
|
|
|
WRD INVESTOR
CONTACTS:
|
|
WILDHORSE RESOURCE
DEVELOPMENT
|
Pearce Hammond,
CFA
713-255-7094
|
Vedran Vuk
713-255-6962
|
9805 Katy Freeway,
Suite 400
Houston, TX
77024
|
phammond@wildhorserd.com
|
vvuk@wildhorserd.com
|
|
View original content to download
multimedia:http://www.prnewswire.com/news-releases/chesapeake-energy-and-wildhorse-resource-development-corporation-announce-deadline-for-election-of-form-of-merger-consideration-300784170.html
SOURCE Chesapeake Energy Corporation