OKLAHOMA CITY, Oct. 31, 2018 /PRNewswire/ -- Chesapeake Energy
Corporation (NYSE:CHK) announced today that it is notifying holders
of its 2.25% Contingent Convertible Senior Notes due 2038 (the
"Notes") that they have the option, pursuant to the terms of the
Notes, to require Chesapeake to purchase on December 15, 2018 (the "Repurchase Date") all or
a portion of such holders' Notes (the "Repurchase Option"). The
repurchase price is equal to 100% of the aggregate principal amount
of the Note, together with accrued but unpaid interest thereon, up
to but not including the Repurchase Date (the "Repurchase Price"),
provided that interest payable on December
15, 2018 will be paid to the holders in whose names the
Notes are registered at the close of business on December 1, 2018, the record date prior to the
Repurchase Date. The Repurchase Price for any Notes that have been
validly surrendered for purchase and not withdrawn will be paid
promptly following the later of December 17,
2018 and the time of valid surrender of such Notes to The
Bank of New York Mellon, the paying agent. If all outstanding Notes
are surrendered for repurchase, the aggregate cash repurchase price
will be approximately $8,830,235.
Chesapeake intends to fund the Repurchase Price using available
cash.
The Repurchase Option commences today and expires at
5:00 p.m., New York time, on December 12, 2018. Holders may exercise the
Repurchase Option by delivering a repurchase notice to The Bank of
New York Mellon, the paying agent, before 5:00 p.m., New
York time, on December 12,
2018. Holders may withdraw their election to exercise their
Repurchase Option at any time prior to 5:00
p.m., New York time, on
December 14, 2018, which is the
business day immediately preceding the Repurchase Date. In order to
exercise the Repurchase Option, or withdraw Notes previously
surrendered, a holder must follow the additional procedures set
forth in the notice that is being sent to all registered holders of
the Notes.
The Notes are convertible upon the occurrence of certain
conditions into cash and a number of shares of common stock of
Chesapeake determined as specified in the Notes and related
indenture. However, the Notes are not currently convertible because
the conditions have not been satisfied.
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INVESTOR
CONTACT:
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MEDIA
CONTACT:
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CHESAPEAKE ENERGY
CORPORATION
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Brad Sylvester,
CFA
(405)
935-8870
ir@chk.com
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Gordon
Pennoyer
(405)
935-8878
media@chk.com
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6100 North Western
Avenue
P.O. Box
18496
Oklahoma City, OK
73154
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Chesapeake will file a Tender Offer Statement on Schedule TO
with the Securities and Exchange Commission later today. Chesapeake
will make available to holders of the Notes, directly or through
the Depository Trust Company, documents specifying the terms,
conditions and procedures for surrendering and withdrawing Notes
for repurchase (copies of which will be attached as exhibits to
such Schedule TO). Note holders are encouraged to read these
documents carefully before deciding whether to exercise their
Repurchase Option. Holders of the Notes and other interested
parties may obtain a free copy of these documents at the Securities
and Exchange Commission's website, www.sec.gov, or from the
trustee, which is The Bank of New York Mellon.
The address for The Bank of New York Mellon is:
The Bank of New York Mellon Trust Company, N.A.
2 N. LaSalle Street
Suite 1020
Chicago, IL 60602
Attention: Corporate Trust Administration
Fax: (312) 827-8542
This news release is for informational purposes only and does
not constitute an offer to purchase, or solicitation of an offer to
sell, any Notes. None of Chesapeake, its board of directors, or its
employees makes any recommendation to any holder as to whether to
exercise or refrain from exercising the Repurchase Option, and no
one has been authorized by any of them to make such a
recommendation.
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. Chesapeake also owns an oil and
natural gas marketing business.
This news release includes "forward-looking statements"
that give Chesapeake's current expectations or forecasts of future
events, including the timing of the repurchase and the aggregate
repurchase price. 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 those
stated in Chesapeake's Annual Report on Form 10-K for the year
ended December 31, 2017), 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.
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SOURCE Chesapeake Energy Corp.