OKLAHOMA CITY, May 22, 2017 /PRNewswire/ -- Chesapeake
Energy Corporation (NYSE:CHK) today announced that it has priced
its private placement to eligible purchasers of $750,000,000 aggregate principal amount of 8.00%
senior notes due 2027 (the "notes").
The notes will bear interest at a rate of 8.00% per annum,
payable semi-annually on June 15 and
December 15 of each year, beginning
on December 15, 2017. The notes will
mature on June 15, 2027. Chesapeake
may redeem some or all of the notes at any time prior to
June 15, 2022 at a price equal to
100% of the principal amount of the notes to be redeemed plus a
"make-whole" premium. In addition, Chesapeake may redeem some or
all of the notes at any time on or after June 15, 2022 at the applicable redemption price
in accordance with the terms of the notes and the indenture and
supplemental indenture governing the notes. In addition, subject to
certain conditions, Chesapeake may redeem up to 35% of the
aggregate principal amount of the notes at any time prior to
June 15, 2020 at a price equal to
108% of the principal amount of the notes to be redeemed using the
net proceeds of certain equity offerings by Chesapeake.
The closing of the private placement is expected to occur on
June 6, 2017 and is subject to the
satisfaction of customary closing conditions.
Chesapeake intends to use the net proceeds from the offering,
together with cash on hand and borrowings under its revolving
credit facility (if required), to finance tender offers for certain
of its senior notes announced today. If the tender offers are not
consummated or the net proceeds from the offering exceed the total
consideration payable in the tender offers, Chesapeake intends to
use the remaining net proceeds from the offering for general
corporate purposes, which may include the repayment of outstanding
indebtedness under its credit facility and the repayment or
repurchase of other indebtedness.
The notes are being offered and sold to persons reasonably
believed to be qualified institutional buyers pursuant to Rule 144A
under the Securities Act of 1933, as amended (the "Securities
Act"), and outside the United
States to non-U.S. persons pursuant to Regulation S under
the Securities Act. The offer and sale of the notes and the related
subsidiary guarantees have not been registered under the Securities
Act or any state securities laws and may not be offered or sold in
the United States absent
registration or an applicable exemption from, or in a transaction
not subject to, the registration requirements of the Securities Act
and applicable state laws.
This press release does not constitute an offer to sell, or a
solicitation of an offer to buy, nor shall there be any sale of
these securities in any state or jurisdiction in which such offer,
solicitation or sale is unlawful. Any offers of the securities will
be made in the United States only
by means of a private offering circular pursuant to Rule 144A under
the Securities Act, and outside the
United States to non-U.S. persons pursuant to Regulation S
under the Securities Act. This press release does not constitute an
offer to purchase or a solicitation of an offer to sell
Chesapeake's outstanding senior notes subject to the concurrent
tender offers. The concurrent tender offers are being made only by
and pursuant to, and on the terms and conditions set forth in, the
Offer to Purchase dated May 22, 2017
and the related letter of transmittal.
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 oil and natural gas marketing
and natural gas compression
businesses.
This news release includes "forward-looking statements" that
give Chesapeake's current expectations or forecasts of future
events, including the timing of the settlement and amounts to be
purchased in the Tender Offers and the results of the proposed
notes offering. 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, including the
ability to consummate the proposed notes offering, the ability to
consummate any or all of the Tender Offers and those stated in
Chesapeake's Annual Report on Form 10-K for the year ended
December 31, 2016 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:
|
MEDIA
CONTACT:
|
CHESAPEAKE ENERGY
CORPORATION
|
Brad Sylvester,
CFA
(405)
935-8870
ir@chk.com
|
Gordon
Pennoyer
(405)
935-8878
media@chk.com
|
6100 North Western
Avenue
P.O. Box
18496
Oklahoma City, OK
73154
|
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SOURCE Chesapeake Energy Corporation